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2010 annual report

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2010 annual report

1 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CONTENTS Financial Report

Managing Director’s Report Income Statement 53


& Operational Summary 4
Statement of Financial Position 54
Directors’ Report 26
Statement of Changes in Equity 55
Corporate Governance 44
Statement of Cash Flow 56
Auditor’s Independence Declaration 52
Note to the Financial Statement 57

Director’s Declaration 112

Independent Audit Report 113

Corporate Directory 118

2 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


WHO IS BUCCANEER & WHAT DO WE DO?

Buccaneer Energy’s growth strategy is

founded on the progressive expansion of oil

and gas production and reserves by acquiring

interests in low cost, low risk development

properties that possess significant underdeveloped

upside with access to existing infrastructure.

3 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Highlights of the year were as follows:

• Successful work-over and re-establishment of production from Pompano SL 103229 # 1 well


• Commenced development drilling at Lee County with initial 3 wells drilled
• Established oil production from Lee County
• Reduced debt from US$5.0 million to AUD$1.0 million
• Acquired a significant portfolio of onshore and offshore assets in the Cook Inlet, Alaska
• Advanced process to obtain key permits in Alaska:
–– Drilling permitting commenced at North Middle Ground Shoal and North West Cook Inlet
–– Key long lead time air permit already granted
• Significantly expanded acquired lease positions in Alaska - North Middle Ground Shoal
(“NMGS”) and North West Cook Inlet (“NWCI”)
• Unit applications lodged with the Alaskan Department of Natural Resources for both North
Middle Ground Shoal and North West Cook Inlet
• Strong expected reserve increase in Alaskan leases
–– 3-D acquired at North Middle Ground Shoal
–– Netherland Sewell appointed to conduct third party reserve report on North Middle
Ground Shoal and North West Cook Inlet
• Reviewed numerous acquisition opportunities in Alaska, the Lower 48 and
international projects.

PRODUCTION OPERATIONS
Pompano Project
Buccaneer – 65% Working Interest
The Pompano Field Prospect is located approximately 28 miles east of Port O’Connor, Texas and
approximately 94 miles southwest of Houston, Texas. The Pompano field is located in the Gulf of
Mexico in approximately 60’ of water.
The leases were acquired from the state of Texas by AnaTexas. The field produced approximately 120
BCF of gas between 1968 and 2003.One of the key attractions of the project was the existing production
facilities and infrastructure on the leases including the following:
An existing 4-pile production platform with 25 million cubic feet per day of gas production
handling capacity and other satellite structures connected by flow lines to the production platform, from
which new wells can be drilled, completed and connected to rapidly initiate production and sales; and
an existing gas gathering pipeline providing immediate access for gas production to the sales market.
The facilities have an estimated replacement value of approximately US$15.0 million.

4 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

SL 103229 # 1 Well

In October 2008 the SL 103229 # 1 well was shut-in to await a remedial work-over. The work-over was
necessary to rectify a poor cement job between the B Sand (50’ net pay – gas bearing and productive)
and the lower B-2 Sand (water bearing). The influx of water behind the casing from the B-2 Sand
brought sand that formed sand bridges in the B Sand completion that inhibited gas production.
Additionally sand bridges also formed in the shallower 6700 Sand completion also restricting
production.
In October 2009 the work-over was successfully completed and production was re-established from
both the B Sand and 6700 Sand, the B Sand contains the majority of the reserves in this well.
Subsequent to the work-over the shallower 6700 Sand ceased production due to a re-emergence of
the sand production issues experienced last year. The Company’s initial analysis, in conjunction with
Halliburton, is that the gravel pack installed during the work-over was placed in the incorrect position.
Due to water production from this Sand, the remaining reserves do not appear valuable enough to
make further repair attempts.

SL 103230 # 1 Well

This well continued to produce throughout the year and its performance is as expected.

Production Volumes

Production quantities for the two wells for the 12 month period to the 30 June 2010 were as follows:

Well Gas (MCF) - 2010 Oil (BO) - 2010 Gas (MCF) - 2009 Oil (BO) - 2009
SL 103229 # 1 1,027,143 717 247,725 234
SL 103230 # 1 797,564 65 1,213,466 433
Total 1,824,717 782 1,461,191 667

Well utilisation rates for the 12 months were close to 98.1%.

Lease Operating Costs

The major components associated with Lease Operating Costs are insurance charges for wind storm
damage for assets held in the Gulf of Mexico. There was a significant increase in these charges in the
insurance year that commenced in June 2009 due to the number of major, damaging hurricanes in
the 2008 season. It was anticipated that insurance costs would appreciably decrease in the current
year given the benign 2009 hurricane season however this has not occurred at this time.

Pompano Reserves

The remaining Reserves in the two Pompano wells currently on production as at 30 June 2010 were
as follows:

Proven - 1P Probable Total - 2P Possible Total - 3P


Well BCF BCF BCF BCF BCF
SL 103229 # 1  3.491  1.350  4.841 0.500   5.341
SL 103230 # 1  1.654  1.851  3.505 0.500   4.005
Total Pompano 5.145  3.201  8.346  1.000  9.346
Net to Buccaneer – 65% WI 3.344  2.081  5.425  0.650  6.075

Current production at the Pompano field is a combined 5 million cubic feet per day (mmcfd) to the
100% Working Interest.

5 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Not to scale

Schematic: Pompano field layout

DEVELOPMENT OPERATIONS

Lee County - Onshore Texas

52.5% Working Interest

The Lee County project is located approximately 120 miles northwest of Houston, Texas.

Highlights of the project are as follows:

• The Company drilled 3 wells and intersected hydrocarbons in all 3 wells (Vick #1, Vick #A2 and
Alexander 1) at Lee County to date;

• The Vick # A2 flowed at 511 BOPD over 24 hours from the vertical well only. The 1,500’ – 2,000’
horizontal component of this well was pending at the time of this report;

• The Alexander # 1 flowed at an average of 948 BOPD over 72 hours from the vertical well only.
The 2,700 horizontal component of this well had commenced at the time of this report;

• Initial production rates of 100 - 750+ BOPD on adjoining leases from 1400 ft horizontal
completions have been experienced;

• Seismic and well mapping confirm acreage in excellent trapping position at all main targets –
Austin Chalk, Buda and Edwards Formations;

• Holds attractive up-dip lease position to all recent discoveries – lease position now totals 2,442
acres gross.

• Of 22 recent wells by adjacent operators there have been only 7 unsuccessful wells.

6 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Lease Position

The Company holds a 52.5% working interest in Lee County project located in central Texas, USA.
The Lee County project holds excellent potential for obtaining significant recoverable amounts of
oil and gas, the main target reservoirs are the Austin Chalk, Eagle Ford Shale, Buda and Edwards
Formations.

The lease position is 25 miles from the prolific Giddings Field that has produced 4.8 TCF of gas and
750 million barrels of oil from the Austin Chalk.

The Company has increased the gross lease position in the project from 890 acres to 2,442 acres
gross, leasing costs have now significantly increased following recent successful wells in the Austin
Chalk on neighbouring leases. The estimated productive basin is now mostly fully leased.

Over the past 18 months the Company has undertaken a data sharing exercise with 3 of its
neighbours in respect to the technical features of wells drilled in the area in the Austin Chalk. This
research indicates that initial production rates of 100 – 750+ BOPD have been achieved along trend
with approximately 80% of wells drilled to date being productive. Well logs show that the Austin
Chalk section in the proposed Lee well locations are similar to vertical Austin Chalk section in recent
productive wells.

Seismic (2D) and well mapping both confirm that the current acreage is in an excellent trapping
position at all the main target formations being the Austin Chalk, Buda and Edwards. There are
also deeper targets in the Cotton Valley formation however these targets will not be tested in the
proposed initial wells.

Of 22 recent wells by adjacent operators there have been only 7 unsuccessful wells. The Company
holds an attractive up-dip lease position to all recent discoveries.

Development Scheduling

Due to a land access issue, weather and rig availability the development of the Lee County project
has not been as smooth as management would have anticipated. Management are confident that
the majority of these issues have been addressed.

The Company’s confidence in the project and its ongoing development is driven by the
demonstrated presence of both oil and gas and the ability of these hydrocarbons to flow at
commercial rates as demonstrated in the Vick A2, Alexander # 1 well and by third party operators
in the area that produce from the same formations.

This type of project requires a process of trial and error to determine the best drilling and
completion methods that can be consistently repeated across the entire project. The Company
recognises that this can be a frustrating process but is confident that once determined the Lee
County project will be a rewarding commercial venture.

7 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

LEE COUNTY LOCATION MAP

Vick # 1 Well
The Vick # 1 well spud on 15 December 2009 and reached a total depth of 6230’ on 19 January 2010
and wire-line logs were successfully run. Consistent with pre-drill expectations, multiple zones
exhibited oil shows.

Those zones are:

Lower Austin Chalk - 118’ There is abundant material indicating natural fractures and the
rocks exhibits a strong, light blue hydrocarbon cut interpreted to be
light oil. The wireline logs indicate porosities in the 8 – 12% range,
which is considered good for the Austin Chalk and is above pre drill
expectations.

Eagle Ford Shale – 140’ The Eagle Ford is not a ‘known’ producer in this trend, but is
productive of oil and gas in Texas. This zone indicated shows of
hydrocarbons while drilling.

The Eagle Ford rocks exhibits a light blue hydrocarbon cut interpreted
as light oil and there was a gas increase whilst drilling.

There is substantial indication of natural fracturing in several historically productive formations as


well as higher than predicted porosity. Oil and gas shows of varying qualities and quantities clearly
indicate the presence of hydrocarbons in the system.

The results thus far are consistent with well behaviour elsewhere in the Austin Chalk, Eagle Ford
and Georgetown Formations.

8 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

As previously advised, a prime goal of this first well was to prove up commercial hydrocarbons in
the lease position. In our opinion, this goal has been achieved and justifies further development of
the acreage.

Vick # 1 Pumping Operations and Plan

The Company elected to complete the well and place it on production with pumping equipment.
This approach emulates other successful wells elsewhere in the trend that have displayed the
above characteristics while being drilled and have been placed on pump and eventually became
successful oil producers.

Based on pumping operations from nearby wells it is the Company’s analysis that between 15,000 –
20,000 barrels of water needs to be mobilised prior to stimulating oil flows.

If oil production is not ultimately successful at Vick # 1 the Company will consider drilling a sidetrack
within the Austin Chalk, a horizontal well into the Eagle Ford shale immediately below the Austin
Chalks or deepen the well to target the deeper Edwards and Sligo Formations.

illustratiVE only - not indicative of structure

Vick # A2 Well
The Vick # A2 well spud on 29 April 2010 and reached a total depth of 6030’ on Friday 14 May 2010.
This well was planned as a horizontal well but on completion of the vertical segment the well
started flowing oil without stimulation, a 24 hour production test was conducted where it flowed
511 BOPD. Based on these flow rates and pressures a decision was made to complete the well for
production as a vertical well.

9 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Oil production was re-established after completion of the well, however after demonstrating the
initial flowing production rate of 511 BOPD over 24 hours, the daily rates and flowing pressures
were erratic indicating that pumping, (or artificially lifting) the oil from the well would be required to
achieve a more consistent production rate. This is typical of Austin Chalk oil production in the area.

A pumping unit and down hole pump were installed and production re-established, production
rates continued to be erratic and ranged between 3 – 140 BOPD.

The intention is to re-enter the well bore and drill the originally planned 1,500 – 2,000’
horizontal segment.

Logging Operations

A ‘quad-combo” suite of logs consisting of tools to record resistivity responses, gamma ray data
and porosity measurements were run from 5910’ up to the casing at 5234’.

The resulting log data and the responses from the Austin Chalk and Eagle Ford Shale formations
were consistent with pre-drill expectations. The Austin Chalk generally exhibited porosities around
6% with some zones reading in the range of 8-12% which are considered good for the Austin Chalk.

The logging tools were unable to go below 5910’ due to an obstruction and were unable to provide
data over the lower 40-50’ of the Eagle Ford Shale.

The mud logs indicated heavy gases (C3–C5), and oil from the Austin Chalk section, both
indicative of liquid oil entering the well bore while drilling. The mud logs also indicate that the Eagle
Ford shale will remain a zone of interest for Buccaneer as the oil shows continued in that formation
as well.

A fracture identification log was also run in the hole. It too was unable to go below the 5910’ level.
The log has been interpreted and numerous fractures are indicated in both the Upper and Lower
Austin Chalk. The location of the fractures and the shows of oil and heavy gases are interpreted to
be related.

nicklos #1 rig on vick #2 location

10 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Alexander # 1 Well
The Alexander # 1 well spud on 27 August 2010. The vertical component of the well was planned to
have a total depth of 6,250‘ to test both the Austin Chalk and Eagle Ford shale.

On 9 September 2010 the Alexander # 1 well was at 5,727’ and started to flow oil and gas. The
current oil production has been interpreted from mud logs as being from a 20’ thick interval (5,640’
– 5,660’) in the middle of the Austin Chalk. The gas was flared and the oil was being produced into
tanks on site.

The well was open hole production tested over 72 hours until 12 September 2010 and produced
2,846 barrels of oil for an average flow rate of 948 BOPD. The oil is 31 degree API, a light crude oil,
no formation water was produced. Gas was produced and flared.

There is approximately 300’ of the Austin Chalk expected remaining to drill. The current intention is to
kick off the 2,700’ horizontal at the current depth of 5,727’. In the process of building the angle for the
horizontal, the lower sections of the Austin Chalk should be tested, deepening this well to the Eagle
Ford Shale was abandoned to limit any potential risk to the producing Austin Chalk sections.

Flaring Gas at the Alexander # 1 Well

Competent Person Statement


Information contained in this report pertaining to Lee County and Pompano project were compiled
by Gary Rinehart, BS in Geology from University of Oklahoma and who has had more than 35 years
experience in petroleum geology. Mr Rinehart has consented to the inclusion in this report of the
technical matters and information herein in the form and context in which it appears.

11 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

COOK INLET, ALASKA


In March 2010 the Company executed a binding agreement to acquire a 87.5 – 100% working interest
in a portfolio of 57,600 gross acres of onshore and offshore leases from Stellar Oil & Gas, LLC
(“Stellar”), a private US based company.

At the time of acquisition the Company has reviewed the technical data and has assessed the
portfolio as having P10 resource potential of 1.1 TCF and 145 million barrels of oil (MMBO).

The leases are in and around the Cook Inlet, Alaska. The acquisition signaled the commencement
of an expansion by Buccaneer into a region that it has identified as significantly under explored.
The region has also been identified by numerous independent studies as having the potential to
host additional world class reserves.

HIGHLIGHTS
• The offshore leases adjoin or are adjacent to significant projects currently in production and
owned by major companies, including ConocoPhillips and Chevron;
• No technical hurdles exist to drill and develop reserves; usual state and federal regulatory
requirements will apply to project permitting.
• Buccaneer acquires a full management team with a history of identifying, acquiring and
developing projects in Alaska;
• The acquisition price is US$2.65 million to be paid in a combination of cash and Buccaneer
shares that will be subject to a voluntary escrow period;
• Gas prices trade at ~40% premium to the remainder of the United States due to declining
production and increasing demand; and
• State of Alaska offer significant financial incentives to new entrants into Alaska with rebates
of 45 - 65% on most direct exploration costs.

The prospective resources, in millions of barrels of oil equivalent (MMBOE), of the assets acquired
from Stellar Oil & Gas, LLC (“Stellar”) at the time of acquisition in March 2010 were as follows:

Project Location P10 P50


North Middle Ground Shoal Offshore 33.4 14.0
North West Cook Inlet Offshore 143.0 73.6
West Eagle Onshore 80.0 20.0
Total - MMBOE 256.4 107.6

The offshore resources are expected to increase due to expanded lease positions and the
incorporation of 3D seismic data at the North Middle Ground Shoal project.

OFFSHORE OPERATIONS

North Middle Ground Shoal (NMGS)


The NMGS field is in approximately 30’ of water with no unusual technical hurdles to drill and
develop reserves. The NMGS field is within 5-10 miles of four significant oil and gas fields as follows
(see Figure 1):

• Trading Bay Field with production to date of 103 million BO, 73 BCF of gas and 360 thousand
barrels of Natural Gas Liquids (“NGL”);

12 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

• McArthur River Field with production to date of 630 million BO, 261 BCF of gas and 9 million
barrels of NGL;
• Middle Ground Shoal Field with production to date of 198 million BO and 93 BCF of gas; and
• South Granite Point Field with production to date of 147 million BO and 131 BCF of gas.

Since acquiring the initial leases from Stellar in March 2010 the company has expanded its lease
position from a net 1,280 acres to a net 10,108 acres, through acquisition and now controls 100% of
the NMGS structure.
Importantly, the Company now controls the lease on which the Pan Am A-1 well
(MGS State 18743‑1) was drilled in 1964 and which flow tested gas (> 3 mmcf/day) in the
Lower Tyonek Formation from one of three gas intervals identified on drilling logs; this well
also had significant oil shows in the Hemlock formation at the bottom of the well. Neither the
gas nor oil was produced due to very low oil and gas prices at that time.

Reserves

On acquisition in March 2010 the NMGS assessed P10 reserves were 140 BCF of gas and 14 million
barrels of oil (MMBO). The P50 reserves were 60 BCF and 8 MMBO. These reserves are expected
to increase and be upgraded due to the expanded lease position and the incorporation of 3D
seismic data.
The Company has appointed Netherland Sewell, one of the leading US based engineering firms,
to complete a third party engineering report on the reserves for NMGS and the Company expects
NORTH MIDDLE GROUND SHOAL
MOQUAWKIE UNIT
AURORA GAS
Proven, Probable and Possible (3P) reserves to be assigned. Cook Inlet, Alaska
NICOLAI CREEK UNIT
Moquawkie Field
Gas: 4,363,310 MCF
Buccaneer Alaska Leases
Buccaneer Alaska Leases May 2010 Acquisitions AURORA GAS
Creek Field T
There is also possible access to the existing Platform approximately 5 miles to Nicolai
the5,074,764
Oil & Gas Unit Boundary
Gas:
Industrial Facilities
south, MCF this would
Selected Exploratory Wells
Albert Kaloa Field 11
Gas: 3,267,633 MCF
Gas Well

significantly reduce capital expenditure and time to first production.


Gas Pipeline
Oil Pipeline N
Gas Field Oil & Gas Platform
Oil Field
Cumulative Oil and/or
Oil & Gas Field
Gas Production to Feb 2010
Gas Storage Field

Drill Permitting S GRANITE POINT UNIT


BRUCE

UNION OIL
The permitting process to drill in the Cook Inlet Granite Point Field
Oil: 146,662,043 BBL
ANNA

N TRADING BAY UNIT


takes approximately 6-9 months. The Company UNION OIL Gas:130,840,187 MCF
T
Trading Bay Field Atlantic Richfield 10
GRANITE POINT
has commenced this process for NMGS and has Oil: 102,873,692 BBL
Gas: 73,113,815 MCF
Trading Bay St. 2
N
NGL: 613,832,552 BBL
a detailed work schedule so that all permits are in
SPARK Pan American
Pan American N MGS ST 18745 1
N MGS ST 18745 1-A

place for the commencement of the 2011 drilling


Pan American
SPURR
N MGS ST 18745 2
Placid Oil

season commencing in April / May 2011.


State 17580 1
MONOPOD Pan American
MGS ST 18743 1 North
Middle Ground Shoal
Unit Application T
Field KITCHEN LIGHTS UNIT
Pan American
E MGS ST 18751 1

KING SALMON
9
ESCOPETA N
A unit application for NMGS has been lodged with GRAYLING

the Alaskan DNR, under this application the NMGS


BAKER

project will be renamed the Southern Cross Unit.


STEELHEAD

Middle Ground Shoal Field T


The unit is expected to be granted late in the third DOLLY VARDEN
Oil: 197,589,339 BBL
E
Gas: 93,528,147 MCF
L
quarter of 2010 after the required public comment TRADING BAY UNIT
UNION OIL
A
IN T
process has been undertaken. 8
K N
O
McArthur River Field C
Oil: 629,960,444 BBL
The main advantage of combining the lease Gas: 261,432,770 MCF O KENAI PENINSULA
positions into one unit is that a single discovery
NGL: 8,978,879 BBL
DILLON
C
REDOUBT UNIT S MIDDLE GROUND SHOAL UNIT T
well and a plan of operations will allow for efficient COOK INLET ENERGY UNION OIL 7
Redoubt Shoal Field
Port Nikiski MAPMAKERS
ALASKA

N
development of the unit area without regard to Oil: 2,354,700 BBL
Gas: 578,920 MCF 4 Miles

OSPREY
R13W R12W R11W
individual lease expirations. A unit is typically
Figure 1: North Middle Ground Shoal,
granted for 5 years. Cook Inlet - Alaska

13 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

North West Cook Inlet (NWCI)


The NWCI project is in approximately 100’ water depth with no unusual technical hurdles to drill
and develop reserves.

Since acquiring the initial leases from Stellar in March 2010 the company has expanded its lease
position from a net 6,648 acres to a net 9,848, of a gross 10,168 acres, through acquisition and
leasing activities at Alaskan State Lease Auctions.

This net lease holding represents a 87.5 – 100% working interest in 6 blocks, the remaining 12.5%
working interest is in just one of the blocks that the Company does not own are held by Rutter and
Wilbanks Corporation.

Reserves

At the time of acquisition the assessed P10 reserves are 576 BCF of gas and 52 MMBO. The P50
reserves are 386 BCF and 35 MMBO. The Company has appointed Netherland Sewell to complete a
third party engineering report on the reserves for NWCI.

NWCI is very close to existing infrastructure, this would significantly reduce capital expenditure and
time to first production.

Unit Application

A unit application for NWCI has been lodged with the Alaskan DNR. The unit is expected to be
granted late in the third quarter of 2010 after the required public comment process has been
undertaken.

NWCI Highlights

• The lease adjoins ConocoPhillips North Cook Inlet field that is in production and has produced
1.8 trillion cubic’ (TCF) of gas – See Figure 2.

• The Company’s lease offsets an earlier well drilled in the western portion of the North Cook Inlet
Field (ConocoPhillips) that produced 85 BCF of gas (Phillips # A-13), this well is less than 1 mile
from the lease boundary.

• The majority of production from the North Cook Inlet field has come from the Sterling sands
which are above 6,000’ in depth. The slightly deeper Beluga and Upper Tyonek Formations will
also be gas bearing and should be mostly or totally un-drained in the north-western portion of
the structure which makes up the Northwest Cook Inlet Prospect.

• The Prospect also presents a deeper oil opportunity. Field discovery wells tested oil in the
Lower Tyonek and Hemlock Formations that have never been produced in the field and that
would require a deeper, 14,000 foot exploratory test.

• Five wells drilled by Phillips, Shell, and Arco found the deeper oil sands. The Shell well is the
most northerly of these tests, and it found and tested oil from these sands, and is approximately
1 mile from the Prospect.

14 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Bucca
Previous Acquisitions Recent Acquisitions
STUMP LAKE UNIT T
Field Name
Cumulative Oil and/or
Gas Production to Feb 2010
B
Oil & Gas Platform
Selected Exploratory Wells
Oil & Gas Unit Boundary UNION OIL
Stump Lake Field
14
N
Well Pads & Industrial Facilities
Gas: 5,880,545 MCF
Gas Pipeline (6")
Gas Field Oil & Gas Field P LK
Oil Pipeline UM
Managing director’s report Gas Storage Field

ST
Proposed Gas Pipeline Oil Field
Buccaneer Energy Limited
& operationalPRETT
summary
Y CREEK UNIT
IVA& Controlled Entities
NR
V
(8
UNION OIL ")

Pretty Creek Field


Gas: 10,410,192 MCF

Ivan River Field


Gas: 80,632,804 MCF T
BELUGA RIVER UNIT IVAN RIVER UNIT
13

T
CONOCOPHILLIPS

E
UNION OIL
N

L
Beluga River Field
Gas: 1,154,457,872 MCF BELUGA RIVER GENERATION PLANT

IN
Three Mile Creek Field
Gas: 1,923,383 MCF
ro u ra
C K (6") - A

LONE CREEK UNIT


AURORA GAS
E
Lone Creek Field
T
12
3 MIL

Gas: 7,777,767 MCF

N
LONE CK (6") - Aroura
SHELL OIL CO
B N COOK INLET ST 1

MOQUAWKIE UNIT B
PHILLIPS PETROLEUM CO
SUNFISH 3 N COOK INLET UNIT
AURORA
st a
r GAS CONOCOPHILLIPS ALASKA INC
N COOK INLET UNIT B-02 B CONOCOPHILLIPS
En
Moquawkie Field ") - PAN AMERICAN
COOK INLET ST 17591 1
TYONEK North Cook Inlet Field
0
MCF
Gas: 4,363,310
AR
(2 "

Tyonek B BBB
PHILLIPS PETROLEUM CO ARCO ALASKA INC PHILLIPS
PETROLEUM CO
Gas: 1,824,542,143 MCF

EEK UNIT ST COOK INLET ST 18740 1 SUNFISH 1 B COOK INLET ST 18741 2

T
EN PHILLIPS PETROLEUM CO
N COOK INLET UNIT B-01 B B
ld
AS TYONEK NATIVE CORPORATION PAN AMERICAN

MCF ARCO ALASKA INCB COOK INLET ST 18741 1

11
NORTH FORELAND ST 1

CF K
GRANITE POINT
O N
O
PRODUCTION
FACILITY io Figure 2: North West Cook Inlet Prospect - Alaska
BR

- Un
nO

B RU C E (6")
UC

KITCHEN LIGHTS C
E
il

(6

NO
. 62 - Union

BRUCE
5")

RT

ONSHORE OPERATIONS UNIT


H
CO

ESCOP ETA during the quarter, the project is


OK
Oil

No furtherGranite on Field
workPoint the West Eagle project was undertaken
IN

Oil: 146,662,043 BBL


ANNA
LE

describedGas:130,840
below. The ,187Buccaneer
MCF Alaska team is in the process of conducting due diligence on a
T(

T
2x

number of onshore projects that are exploratory, development and in production.


10

S GRANITE POINT UNIT


")
-

10
Co

UNION OIL
no
co
P

West Eagle Prospect


hil

N
lip
s

B Stellar and its predecessor companies have held some of these leases since 2006 and have a
Working Interest of 100%. The assessed P10 reserves are 150 BCF of gas and 13 million barrels
KENAI PENINSULA
of oil (MMBO). The P50 reserves are 100 BCF and 10 MMBO. s p
illi
B and is on the eastern limbT8W
T11W T10W T9W
Ph

The Prospect includes 9 State Leases totalling more than 44,000 acres of
North
oc o

MAPMAKERS 5
on

the Cook Inlet Basin – See Figure 3. The Prospect is designed to test potential oil on trend or slightly
ALASKA
Miles

Middle Grounddown-dip
-C

Shoal to, possible, logged oil pay in wells drilled in the 1960’s. In such a position, the sands
")
(1 6

Field
T

should be thicker and better developed and on the migration pathway of any oil moving into the
LE
IN

BIRCH HILL UNIT


OK

structure.
CO

o UNION OIL
so r
Birch Hill Field
H

Te
RT

Gas is also expected in the shallower section. 2D seismic data has -


(1 0 ") been shot in the area and
NO

A SKA
needs to be licensed and interpreted. A 10,000’ test will be Lrequired to test the Tyonek (5,000’; gas Gas: 65,331 MCF
IA
potential) through the Hemlock (9,800’; oil potential). KISK
I
N

Ground Shoal Field


589,339 BBL
528,147 MCF
15 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010
SWANSON RIVER UNIT
on River Field
SwansOIL
UNION
Oil: 229,785,658 BBL
Ninilchik (Susan Dionne)

Ninilchik (Paxton)
WEST EAGLE
MARATHON OIL COMPANY

Cook Inlet, Alaska


Managing director’s report UNION OIL COMPANY OF CALIFORNIA

Buccaneer Energy Limited


Buccaneer Alaska
Previous Acquisitions
Buccaneer Alaska Acquisition At
Cook Inlet Areawide 2010 Sale

& operational summary


Ninilchik "
Oil & Gas Unit Boundary
& Controlled Entities Oil & Gas Platform

t
Field Name
Cumulative Oil and/or

Inle
Selected Exploratory Wells
B
Gas Production to Feb 2010
Well Pads & Industrial Facilities

Gas Pipeline Oil & Gas Field


Gas Field
Oil Pipeline
Oil Field Gas Storage Field
Proposed Gas Pipeline

k
• The exploration potential is significant.
5

Miles
T

Coo
Deep Creek Field
2
Gas: 14,430,588 MCF S
• Approximately 8 miles east of Union Oil’s
DEEP CREEK UNIT
(Chevron) Nikolaevsk/North Fork Gas Unit UNION OIL
T
and 10 miles southeast of the Deep Creek 3
S
Gas Unit. COSMOPOLITAN UNIT
PIONEER NATURAL
RESOURCES

• The exploratory P10 gas reserves are NIKOLAEVSK UNIT


UNION OIL

approximately 150 BCF within the Tyonek


"Red" Well 1&2
Discovery T
4
Formation. The P50 reserves are 100 BCF.ARMSTRONG
NORTH FORK UNIT
COOK INLET S
North Fork Field

The exploratory P10 oil reserves are


rou te)

elin
e (ap
pro x.
Current Development
p. Pip
Pro
"
Anchor Point
approximately 13 MMBO within the Tyonek KENAI PENINSULA

St
Formation. The P50 reserves are 10 MMBO. T

er
lin
g
5

Hw
y
S

y
West Nicolai Ba
ak T
The Company’s wholly owned subsidiary em 6
ch
Homer
S
Ka
"

Buccaneer Alaska, LLC was the apparent high


bidder for a net 5,653 lease block onshore Cook
R12W
Figure 3: West Eagle Prospect - Alaska R11W
MAPMAKERS

R14W R13W
ALASKA

R15W
Inlet, in the state of Alaska Cook Inlet lease sale
held in May 2010.

The West Nicolai prospect is a 3-way fault assisted dip closure with strong anomalous seismic
amplitudes suggesting that hydrocarbons are trapped in the highly prospective Beluga and Tyonek
sands found from the surface to approximately 5,000 feet.

The West Nicolai Creek gas prospect appears to be identical in structural and stratigraphic character
to the nearby shallow northern portion of the producing Nicolai Creek Field. The Nicolai Creek Gas
Field has numerous 20’ to 30’ gas pay zones between 1000’ and 3000’. The West Nicolai lead is
projected to be analogous.

Competent Person Statement


Information contained in this report pertaining to the Alaskan projects was reviewed by
Dr. Vijay Bangia, PhD in Petroleum Engineering from the University of Tulsa, who has over
30 years experience including employment by Shell Oil Company, Union Texas Petroleum,
Burlington Resources and Renaissance Alaska. Dr. Bangia has approved the inclusion in this report
of the technical matters and information herein in the form and context in which it appears.

16 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Alaskan Clear & Equitable Share (ACES)


In November 2007, the Alaska Legislature passed House Bill 2001, known as Alaska’s Clear and
Equitable Share (ACES). ACES was designed to develop and promote drilling activities in many of
Alaska’s untapped locations. The program essentially de-risks the process of drilling off shore in
Alaska, by providing companies with generous tax incentives to develop existing resources in the
area to ease the increasingly high energy demand curves.

Available Programs:

Loss Carry Forward (LCF) –25% of previous years direct lease expenditures

• Nearly all spending “for the benefit of a lease” qualifies


• Can apply on March 31 following year of expenditure
• Half of the credit is available immediately with the other half available in the next calendar year.

Capital Credits –20% of qualified capital expenditures


• Most exploration, development, and seismic spending qualifies
• Can apply quarterly.

• Half of the credit is available immediately with the other half available in the next calendar year.

Exploration activities
• Exploration tax credit of 40% for expenditures incurred south of the North Slope.
Cook Inlet Jack-up Rig Credits–100% up to $25MM will be awarded to the first company to drill an
off-shore well in the Inlet, 90% up to $22.5MM for the second company and 80% up to $20MM for
the third company, all utilising the same rig.

• Only available for the first 3 wells drilled with a Jack-up rig to Pre-Tertiary region.
• Includes rig mobilization costs.
• Only one credit can be awarded to each company.
• If hydrocarbons are successfully found, 50% of the tax credit must be paid back from the
producer to the State over a period of 10 years; there is no repayment necessary if a dry hole
is drilled.

Other Requirements and Highlights:

• It is possible to qualify for more than one credit–i.e. a seismic program outside of a unit
qualifies for up to 65% back from the State.

• Credits can be sold to the State after July 1, 2010 ($ for $) or transferred to other producers at a
negotiated price.

• After applying for credit, it takes up to 120 days to issue the credit and then another 30 days to
convert the credit into cash.

• All drilling costs, including the cost of rig mobilization which can be recovered through Alaska
state tax credits over two years, are fully fungible and transferable.

• The above incentives apply irrespective of the success of any well or development program.

17 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Department of interior
Chukchi Sea*
Outer Continental Shelf Oil and Gas Stratergy Beaufort Sea

Currently Open for Exploration and Development

Areas Open for Exploration, Study, and Potential Development

Newly Protected Areas Hope


Basin
Low Resource Potential

OCS Planning Area Boundary


Norton ALASKA
Basin

St. Matthew-
Hall
Navarin
Bay
Cook
Inlet
Aleutian Basin Gulf
St. George of
Basin Alaska
Bristol
Bowers Basin Bay

Kodiak

Shumagin

N
Aleutian Arc

Mercator * Chukchi Sea Sale 193 was held in 2008, and the area has been Note:
0 40 80 120 160 200 Miles North American Datum 1983 designated for study in the next 5-year EIS, but there are no The Maritine boundaries and limits shown above, as well
further Chukchi sales on the current 5-year schedule. as the division between areas, are for initial planning
0 20 40 80 120 160 200 Nautical Miles purposes only and do not prejudice or affect United
States juristiction in any way.

OTHER DEVELOPMENT AND EXPLORATION ASSETS


Detailed below are the additional development and exploration assets in the Company’s portfolio,
these assets are all located in shallow waters in the Gulf of Mexico. The Company continues to
market these assets for farm-in partners but will not move to drill these until gas prices have
recovered to be above US$6.00 / mcf.

Swordfish – Pompano Extension (Gulf of Mexico) 86.7% Working Interest.


Buccaneer extended its acreage position around the Pompano Field during 2008 using its 3D
seismic data base. The initial focus is on the Swordfish Prospect which has multiple objectives and
strong amplitude support for at the B2, D and E sand intervals – all sands that have been found
productive in the Pompano Field as well.

The existing 3D seismic was reprocessed to enhance the frequency content and improve resolution.
The results improved the prospect and gas substitution models indicate a high probability that
there is gas in all three zones with well over 40’ in the “D” Sand that lies immediately above the
overpressure. The sands are of high reservoir quality and the “D” Sand has been productive in the
existing BA 479 Field where it produced 3.7 BCF down dip on a fault trap southeast of Pompano.
The current resource potential in the “D” Sand alone are estimated at close to 20 BCF with a high
chance of success. The prospect has over 100 BCF of upside potential with two locations currently
identified. The normal pressure objectives lie between 7,000’ and 8,500’ and the “E”, “F” and “G”
objectives that are well developed lie between 8,500 and 9,500’.

18 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Redfish Prospect – Pompano Extension


(Gulf of Mexico) 65% Working Interest
On 31 March 2008 the Company participated in the submission of the high bid on an additional 720
acre tract adjacent to the Pompano project at the Texas State Lease Sale held on April 1, 2008 in
Austin, Texas.

The new lease will be designated State Lease (“SL”) 108868 and covers the N/2 NE/4 Brazos Block
479‐L, flanking the Pompano Prospect immediately south of and contiguous to the SL 103230 lease
Pompano # 2 well was drilling.

Buccaneer’s strategic prospect generating partner, Millennium Explorer, LLC, (“MEX”)


recommended purchasing the tract as MEX has two drilling leads on the tract that it calls the
“Redfish Prospect”, and these will be further evaluated with an additional 9 square mile (23.3 sq km)
3D seismic data block. The Redfish leads target some of the same gas sands that have already been
proven productive in the Pompano drilling to date.

The State of Texas retains a 25% royalty by its lease terms. However, the agreement allows for a 5%
royalty credit if the lease is placed into production within the first two years of the five year primary
term, or a 2.5% royalty credit if the lease commences production during the third or fourth year in
order to promote prompt drilling.

Tuna/Tang – 100% Working Interest


These blocks are located adjacent to the GA 303 Field offshore Galveston Island in 50’ water depths,
with over 40 potential reservoirs present. 100% working interest was acquired in the leases in the
second half of 2008.

Tuna and Tang provide an exciting opportunity to develop multiple targets that have produced or
tested gas in the immediate area and in Tuna there are 23’ of probable by-passed pay in 6 different
sands. The Company has estimated over 130 BCFe of un-risked potential and there are a minimum
of 3 drilling locations identified. The Tang Prospect has objectives between depths of 7,140 and
9,080’ with no unusual drilling hazards and all objectives are in normal pressure. Tuna will test the
geo-pressured section to a depth of 11,520’. No extraordinary problems are anticipated based on
previous drilling in the area.

Jaguar – 100% Working Interest


This is a block with water depths of 50’ that the Company acquired 100% interest in an offshore
lease sale which contains over 20 BCFe of Proved Undeveloped Reserves.

In addition to gas the prospect has considerable oil and condensate potential and there is
significant additional exploration potential with un-risked potential exceeding 100 BCFe.

The Company has considerable flexibility as the lease has an initial 5 year term and the company
expects to find partners to support a development drilling program as the business environment
improves. There are three immediate locations and 2 additional locations identified.

19 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Ruby – 35.0% Working Interest


The Ruby Prospect is a large opportunity. Gross resource potential is estimated at 200 BCF and over
5 million barrels. The prospect area lies over and adjacent to a giant shallow field that has produced
over 500 BCF and 65 million barrels of oil from reservoirs above 12,000’ as well as the Tex W pay
section.

This trend has produced over 5 TCF of gas and 500 mm barrels and is attracting large bids from
Chevron to the west following the recent discovery and success in the Contango Field with some
800 BCF reserves reported.

Ruby has two objectives; Tex W at 12500’ with gross PUD reserves of 6.1 BCF and 165,000 barrels
at the first location. There are multiple Tex W locations that have a gross un-risked upside of over 50
BCF. The initial rates from offsetting production wells ranges between 10 -20 mmcfgd. These targets
overly the Cib Op objectives. The Cib Op where penetrated is an extremely thick basin floor lobe
deposit 1000 – 1500’ thick in some wells in the area. The Cib Op provides considerably large upside
with high initial production rates.

Infrastructure is in place. There is 3D control and reasonable well control.

Cove Deep – 32.0% Working Interest


This prospect was part of the original leases in the Buccaneer Portfolio, and it is a low risk
exploratory prospect with gross un-risked potential of over 60 BCF. The prospect is a fault trap
400’ updip from a Mobil 7722 #1 well that has over 200’ thick Siph D Sand and which can be tied
seismically into the prospect. The Matagorda 519 Field has produced over 350 BCF from a similar
zone with similar amplitude response adjacent to the prospect. Individual wells have produced as
much as 60 BCF and production rates can exceed 30 mmcfgd.

CORPORATE

SpringTree Special Opportunities Fund


On 22 February 2010 the Company executed a convertible loan facility with New York based
investment fund SpringTree Special Opportunities Fund, LP (the “Fund”). The facility expires in
March 2011 unless cancelled prior to this date.

Summary of Funding Agreement

Access to Capital. The convertible note funding provides Buccaneer Energy with certainty of
access to funding in an uncertain capital market environment. The facility amount of up to $25.5
million is to be made available to the Company in regular tranches as follows:

• $1.5 million advanced at the date of the agreement; and

• 12 additional funding tranches of between $800,000 - $2.0 million, each to be advanced


approximately 30 days after the immediately preceding tranche. Amounts above $800,000
can only be advanced on mutual agreement between both parties.

Funding Without Large Debt Obligations.

• The funding tranches are advanced to the Company monthly and repaid in shares
each month;

20 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

• the total debt outstanding at any one time will be $800,000 - $2,000,000 depending on the
amount advanced each month; and

• no interest is payable.

Minimises Dilution. The tranches are repayable in Buccaneer Energy shares, approximately
monthly, over a 12 month period, which allows Buccaneer to issue shares at close to the
market prices prevailing at the time and potentially at premiums to the current share price, thus
minimising the dilution for existing shareholders. In addition to the monthly tranches, the first
$750,000 of the initial $1.5 million, defined as the Initial Tranche, is repayable in ordinary shares
no later than 22 February 2013, subject to shareholder approval.

The price formulae at which the monthly tranches are repayable in shares is the lesser of:

• 150% (or in the case of the Initial Tranche, 170%) of the average of the daily average volume-
weighted prices (“VWAPs”) of the Company’s ordinary shares for the 20 business days prior
to the date of the agreement. This has been calculated as $0.1325 for the monthly tranches
and $0.1502 for the Initial Tranche; or

• 92.5% of the average of 5 daily VWAPs per Share during a specified period prior to the
Repayment Date of that Tranche.

Additional Safeguards. Buccaneer has additional safeguards against dilution in that:

• Buccaneer can repay a tranche in cash, at 105% of the face value of the tranche, rather than
in shares, and terminate the agreement if the price at which Buccaneer would be repaying a
tranche shares would be lower than a specified floor price;

• where Buccaneer may not repay a tranche in shares due to the absence of the relevant
shareholder approval, it may repay it in cash, rather than shares, by paying 110% of the face
value of the amount outstanding;

• Buccaneer may opt to repay in cash, rather than shares, the amount of the Initial Tranche
outstanding at any time by paying 120% of the face value of the amount outstanding;

• Buccaneer also has protection if the share price goes above a specified ceiling price, in
order to ensure that it is not issuing shares at significantly under prevailing market prices;

• Buccaneer has in place anti-dilution protection where any tranche cannot exceed an agreed
percentage of its market capitalisation; and

• Buccaneer can terminate the agreement in its entirety without cause by paying a
termination fee.

Zero Interest Rate and Focus on Capital Appreciation. The Company is paying zero interest on
any funds outstanding. The Fund’s return will depend on Buccaneer’s share price appreciation.

SpringTree was granted 12,000,000 unlisted options that are exercisable at $0.1325 and expire
on 22 February 2013.

Fees Paid in Shares. The Company agreed to pay a fee for the provision of the facility, satisfied
by an issue of 7.5 million shares.

Facility is Subordinated, and Other Funding Opportunities. The facility is not secured against
the Company’s assets. 7 million Buccaneer shares have been issued and, subject to shareholder
approval, an additional 5 million Buccaneer shares will be issued, as collateral to the facility.

21 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

Subject to obtaining shareholder approval, the collateral shares will be cancelled by the Company
at the end of the agreement, or alternatively the Company may receive a cash payment equal to
92.5% of the average of five daily VWAPs per Share during a specified period prior to the date of
payment. The monthly tranches are classified as subordinated debt and Buccaneer has retained the
right to incur any other indebtedness that is senior, or pari passu with, the SpringTree facility up to
an amount of $30.0 million, and any other (unlimited) debt that is junior to the SpringTree facility.
The facility is not subject to any financial covenants other than those described in this summary.

The Company and its management are cognisant of the dilutionary effect of this facility. The Board
reviews the facility in relation to its capital requirements on a month to month basis.

Production Hedging

During the reporting period the Company implemented a production hedging facility over its
production from the 65% owned Pompano project located in the Gulf of Mexico.

The production hedging is in the form of an energy Swap that commenced on 1 April 2010 and
terminating on 30 September 2011 at a price of US$4.36 / mmbtu. This compared to a price of
US$3.87 / mmbtu at the time the hedge was implemented. All prices refer to the Houston Shipping
Channel Index.

Prices stated above are based on a million British Thermal Units (“MMBTU”) basis, which is
approximately equal to a thousand Cubic Foot (“MCF”). This is a financial contract that requires
no physical delivery of gas.

Acquisitions

The Company continues to assess acquisition opportunities in both Alaska, the Lower 48
and internationally.

Debt

At the date of this report the Company had a fully drawn $1.0 million loan facility with Macquarie
Bank Limited. This is due for repayment on 30 September 2010.

The Company finalised a US$1.495 million Letter of Credit (“LOC”) with Macquarie Bank Limited
to satisfy its bonding obligations for the Pompano Production Facilities. The LOC will be amortised
over the next 18 months so that at the end of the period the LOC is cash covered.

OPERATING AND DEVELOPMENT STRATEGY


Buccaneer plans to increase the long-term value of its portfolio by developing its reserves and
growing its assets. Effective risk management will be critical to the success of these efforts.
Buccaneer has created a “Risk and Exposure” matrix (Opportunity Risk – Maximum dollars out of
pocket) that depicts the type of opportunities on which the company plans to focus.

22 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


The strategy is centered on projects that fall concentrating on:

1. Acquiring positions in low-risk PUD and Resource developments and known producing
properties (Type A) when pricing, timing and access is optimal.

2. Developing low risk exploration (Type B and C) and exploitation opportunities in the
Low Cost/Low Risk field.

3. Accessing and potentially leveraging Low Cost/Higher Risk (and higher-reward) exploratory
projects (Type D), where appropriate.

A: PUD AND RESOURCE PLAYS


These opportunities are defined as prospects with existing or prior production history that have to
be developed. These plays are low in risk and have a higher chance of success in general. However,
the entry cost is generally higher, and wells must perform well. These plays require more due
diligence particularly in understanding the pay distribution, the impact of production rates and
completion practices.

Buccaneer Energy will see to team with operators who have specific applicable field experience in
these types of opportunities and who understand the engineering pitfalls.

Buccaneer Energy will pursue these opportunities where the chance of success is considered to be
greater than 75 percent based on technical criteria and where it considers there is an operator with
a good track record in the play.

These exploitation play types should have a gross risked reserve potential in excess of 10 BCFe with
the possibility of proving up additional PUD drilling locations and a potential return on investment
of 3 to 5 times investment.

B: RE-COMPLETION AND BEHIND-PIPE RESERVES


These opportunities are defined as prospects with existing or prior production history that
have been overlooked. These plays are again lower in risk and have a higher chance of success
in general.

The key is to understand the prior development and completion history. The biggest risk is in
re-entering old wells and in underreporting of completion activities of prior operators and
completion practices.

Buccaneer Energy will pursue these opportunities where it considers the chance of success to be
greater than 75 percent based on technical criteria. Exploitation play types should have a gross
risked reserve potential greater than 2 to 10 Bcfe with the possibility of proving up additional PUD
drilling locations and a potential undiscounted return on investment of 3 to 5 times investment.

23 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Managing director’s report Buccaneer Energy Limited
& operational summary & Controlled Entities

C: FIELD OFFSET AND CURRENT PRODUCTION TRENDS


These opportunities are defined as new prospects in proven producing trends, offsetting existing
discoveries. These plays are lower in risk and have a higher chance of success in general. The key
geological elements of trap, reservoir and seal should be well documented.

Buccaneer Energy will pursue these opportunities in proven producing areas where the chance of
success is considered to be between 50 and 70 percent based on technical criteria.Exploration play
types should have a gross risked reserve potential of at least 5 to 50 Bcfe, with the ability of proving
up additional PUD drilling locations, and a potential undiscounted return on investment of 5 to 10
times investment.

D: EXPLORATION PLAYS
Buccaneer Energy defines its exploration targets as drilling new prospects in proven producing
trends or plays. Exploration has a wide distribution of target types: It can mean “rank” wildcat
drilling in a basin or area with little exploration history, or it can refer to very high-cost plays such as
deepwater exploration efforts or geographically challenging plays in mountain belts or in the arctic.

Buccaneer Energy will pursue exploration opportunities in proven trends where it considers the
exploration chance of success to be between 30 and 70 percent based on sound technical criteria.
Exploration play types should have a gross risked reserve potential in excess of 20 BCFe with
substantial upside and a potential undiscounted return on investment of 10 or greater.

PROJECT GENERATION
The oil and gas industry in the USA is serviced by a group of organisations collectively known as
“Project Generators”. Project Generators act as “primary producers” of projects to the market place.

A key component of the growth strategy of a Company such as Buccaneer is the ability to access
and maintain a pipeline of quality projects so as to drill and develop. Therefore forming close
relationships with Project Generators is integral to the success of a Company like Buccaneer.

Buccaneer has close relationships with a number of project generators which it meets on a regular
basis to review projects which might meet the Company’s risk and development criteria.

Buccaneer and Millennium executed a strategic alliance where Buccaneer has the first opportunity
to review and purchase projects in Millennium’s project inventory. Millennium Explorer, LLC was
founded in 1995 in Houston, Texas, USA by Clint Wainwright and Jeff Sporl. Millennium is
a prospect generator which specialises in the identification of Development Projects (Type A),
Re-Completion Prospects (Type B) and Exploration Prospects (Type D).

On acquisition of any projects from the Millennium inventory Buccaneer intends to offer for sale a
working interest to third parties and retain both a working interest and promote interest.

In this role Buccaneer Energy will be acting as a “wholesaler” of projects for the market place.

24 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


PREFERRED SUPPLIERS
One of the key and major differences between Buccaneer and its competitors will be our
relationship with our Preferred Suppliers. These are suppliers that have agreed to work with us
under special incentive terms. They are willing to put rigs and/or other oilfield resources into deals
in exchange for equity, structure payments from production or other novel payment and incentive
plans. These innovative payment plans can facilitate capturing projects and getting our foot in the
door with timely services and capabilities that others can’t provide.

The Preferred Supplier is also a key to maintaining a small staff and low overhead. In today’s
market, the Supplier possesses unparalleled knowledge and is certainly the expert in those services
provided by his company. Yet many energy companies have large staffs supervising and frequently
interfering with the service provider instead of helping him produce the best product. Buccaneer
has focused on a win-win relationship with our Supplier team and relies on the Supplier’s more in-
depth knowledge of his product and services. This does not mean the Supplier is left unsupervised;
rather, he works in concert with a Buccaneer Project Manager to achieve lower costs, more rapid
implementation and superior results.

The Preferred Supplier role works equally well in tight markets as it does in down markets.
The structure of the deals change, but there is ample proof from those who have worked this
program in the past that the strategy works in all markets and with all commodity pricing.

We have included a number of current Preferred Suppliers in this section. They include drilling
contractors, wellhead suppliers, service providers and engineering firms. Discussions are currently
under way with completion specialists – engineering groups that specialize in providing drilling
engineers, completion engineers and supervision of construction. By utilizing the Preferred Supplier
network we can maintain a small in-house team and keep overheads low, three of the Company’s
key Preferred Supplier relationships are as follows:

Hercules Offshore – Drilling Rigs and Services

In March 2007, Hercules announced the acquisition of TODCO for US$2.3 billion which now
makes them:

• the owner of the largest jack-up fleet in the US Gulf of Mexico

• the owner of the world’s fourth largest jack-up drilling fleet.

• The owner of the largest barge fleet along the US Gulf Coast with 27 rigs.

• The owner of the largest lift boat fleet with 5 rigs.

• The owner of nine land rigs.

The Preferred Supplier Agreement with Buccaneer guarantees Buccaneer unfettered access to
multiple land, barge and offshore rigs. It provides Buccaneer with preferential access to some of the
Gulf of Mexico premier rigs with preferential pricing.

25 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Your directors present their report on Buccaneer Energy Limited (‘Company’) and it’s controlled
entities (together called the ‘Group’ or the ‘consolidated entity’) for the financial year ended
30 June 2010.

Directors
The names of directors in office at any time during or since the end of the year are:

Mr. Alan J. Broome Non-executive director – Chairman

Mr. Curtis D. Burton Managing Director

Mr. Dean L. Gallegos Finance Director

Mr. S. Frank Culberson Non-executive Director

Mr. Ken R. Hooper Executive Director – Operations (Resigned 1 May 2010)

Directors have been in office since the date of their appointment as detailed above to the date of
this report unless otherwise stated.

Company Secretary
The following person held the position of company secretary at the end of the financial year:

Bruce David Burrell


Mr Burrell has over 30 years experience in the public company environment and has served as a
director and company secretary of ASX listed companies during that period. He is a fellow of CPA
Australia and holds a Master of Business Administration.

Principal activities

The principal activities of the consolidated entity during the year were the acquisition, exploration,
drilling and production of oil and gas.

There were no significant changes in the nature of activities of the consolidated entity that occurred
during the year.

Operating result

The Group recorded an after tax loss of $4,391,471 (2009: ($13,386,940)) for the financial year.
The Earnings before interest, tax, depreciation, amortisation and exploration write-offs (“EBITDAX”)
was a loss of $1,030,041 (2009: $4,116,189).

Consolidated entity
30 June 2010 30 June 2009
Loss before tax ($4,391,471) ($11,989,975)
Income Tax Expense / (Benefit) - $1,396,965
Loss after tax ($4,391,471) ($13,386,940)
Other Comprehensive income $709,776 ($734,296)
Total Comprehensive income ($3,681,695) ($14,121,236)

Review of Operations

Information on the operations and financial position of the Group and it’s business strategy and
prospects is set out in the Managing Director’s report.

26 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Dividends

No dividends were paid or declared since the start of the financial year. No recommendation for
payment of dividends has been made.

Significant changes in state of affairs & After Balance Date Events


Subsequent to the end of the financial year ended 30 June 2010:

1. On 12 July 2010 the Group issued 20,148,650 fully paid ordinary shares to the vendors
of Stellar Oil & Gas, LLC to complete the acquisitions of lease in the Cook Inlet, Alaska.
These shares are escrowed until 31 December 2010 or the completion of a onshore well, as
approved at the Extraordinary General Meeting held on 7 July 2010
2. On 2 August 2010 the Group and SpringTree Special Global Investors, LP agreed to amend
the conversion term on the convertible notes issued on 29 June 2010. Under the agreed
terms the Group repaid $400,000 plus a small premium, and convert the balance $400,000
into 9,367,681 fully paid ordinary shares.
3. On 12 July 2010 the Group issued 5 fully paid ordinary shares on the exercise of 5 listed
options.
4. On 24 August 2010, the Group announced that its wholly owned subsidiary Buccaneer
Alaska, LLC has entered into a binding agreement with Chevron Corporation to acquire the
remaining 50% working interest that it doesn’t already own in 2 leases on its North Middle
Ground Shoal structure in the Cook Inlet, Alaska.
5. On 26 August 2010 the Group announced that Alexander #1, being the third well to be
drilled in the Lee County program is expected to be drilled within 24 hours, at the date of
this report the horizontal drilling operations in continuing.
6. On 8 September 2010 the Group issued 15,759,312 fully paid ordinary shares to SpringTree
Special Opportunities Fund, LP on the conversion of $550,000 forwarded to the Group on
the 6 August 2010.
7. On 8 September 2010 the Group issued 47,550,000 unlisted options to Group’s employees
and directors under the Group Director and Employees Option Plan, the Directors options
have been previously approved at the Extraordinary General Meeting held on 7 July 2010.

No other matters or circumstances have arisen since the end of the financial year which
significantly affected or may significantly affect the operations of the consolidated group, the
results of those operations, or the state of affairs of the consolidated group in future financial years.

Likely developments, prospects and business strategies

The consolidated entity will continue its strategy to focus on the progressive expansion of oil and
gas production and reserves by acquiring interests in low-cost, low-risk development properties
that possess significant undeveloped up side with access to existing infrastructure.

The consolidated entity anticipates drilling a number of its projects over the next 12 months with
the intention of increasing and diversifying its current production base. The consolidated entity is
also undertaking a project acquisition strategy through the acquisition of properties at various US
State and Federal auctions with the view to growing its pipeline of development projects that it
controls and will operate.

Specific details of likely developments in the operations of the Company, prospects and business
strategies and their expected results in future financial years have not been included in this report
as the inclusion of such information is likely to result in unreasonable prejudice to the Company.

27 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Information on Directors & Management

Alan Broome AM
I.Eng.; F.AusIMM ; FAICD ; MIMMM (London); MInstD (NZ)

Alan Broome is a metallurgist with over 20 years experience in the Secondary Metals Industry and
20 years experience in the Mining Industry. He had an extensive background in metal casting and
steel production before joining the mining industry as Managing Director of a major Australian Coal
Industry owned group.

He has extensive knowledge of the Mining Industry accumulated through involvement with Mining
technology companies, government agencies and major international Mining
companies in promoting Australian mining and developing global trade.

He is a Director and Chair of a number of Australian mining technology


companies including Micromine Pty Ltd., Inbye Mining Services Ltd.; WorkPac
Group Ltd, and MI Power Pty Ltd.; the Chair of the Australian mining technology
export group, Austmine; previous Chair of the Australian Government Action
Agenda promoting Mining Technology; and Deputy Chair of the world’s largest
Internet based mining procurement company, Quadrem.

In New Zealand, he is Chairman of CRL Energy Limited, and a Director of the


State owned coal mining company Solid Energy Limited.

He also sits on the Minerals Sector Advisory Council of the CSIRO; the “Minerals
Down Under” National Flagship advisory committee of the CSIRO; the Mining
Advisory Committee of Austrade ; and is a Director of the New Zealand Coal
Association.

He was previously the CEO and Deputy Chairman of the Federal Government
Heavy Engineering and Infrastructure Action Agenda initiative.

He is retained as an adviser to a number of Australian and International Mining,


Mining Services and Engineering Companies, and associated organisations.

In 1999 he was awarded the Westpac/Institute of Export award for mining and
in 2000, the Order of Australia (AM) for services to mining. In 2005 he was
awarded the AusIMM President’s Award for contributions to the development of
the Australian mining supply sector.

Other Directorships of Listed Companies in the three years ending 30 June 2010:
Mr Broome is Chairman of ASX listed company Nimrodel Resources Ltd and
Endocoal Limited. In the last three years has also served on the board of Jupiter
Mines Limited a position from which he stepped down in November 2008.

Interests in shares and options:


Ordinary shares: 400,000
Listed options: 100,000
Unlisted options 1,750,000

28 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Mr. Curtis D. Burton Managing Director and Chief Executive Officer


Recognised by the oil and gas industry as primary “mover” of the industry into the deepwater
frontier, Curtis Burton was a founder of DeepSTAR, Texaco’s cooperative deepwater technology-
development vehicle. He successfully directed this project for 5 years.

Prior responsibilities including serving as Founder/President/CEU for Azura Energy Systems,


President of Grant Prideco’s Marine Division and of Total offshore Production Systems. He is also
recognised as an innovator in the application of new concepts and technologies in the oil and gas
industry.

These have included innovative floating system designs for North Sea
operators and the implementation of one of the world’s largest sub-
sea production control systems in the 1980s. His leadership has been
characterised by willingness to seek out innovative solutions for “unsolvable
problems” and ability to assess the “big picture”. In –depth international
experience includes living and working in the United Kingdom, Norway and
Brazil. He has also completed international projects in West Africa, Japan
and Europe and has extensive project experience in the deepwater Gulf of
Mexico. He is 55 years old.

Interests in shares and options:


Ordinary shares: 13,428,250
Unlisted options 6,000,000

29 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Mr. Dean L. Gallegos Finance Director


Dean Gallegos, age 42, brings management, marketing and capital-
formation experience to Buccaneer from an Australian perspective.
Mr Gallegos identified and sought out the Buccaneer management team in
Houston and identified them as the core of an operation which would be
attractive to Australian investors and form the basis of a successful company
listed on the ASX.

Mr Gallegos has over 15 years experience in the Australian capital market


place with direct experience in managing ASX listed companies. He has
particular expertise in raising both debt and equity capital, planning and
supervision of exploration budgets, shareholder relations, corporate
governance and compliance under regulatory framework.

Other Directorships of Listed Companies in the three years ending


30 June 2010:
Mr. Gallegos was the Chairman of ASX listed Verus Investments Limited
(resigned April 2008), Morning Star Holdings (Australia) Limited (resigned
August 2008), Chairman of ASX listed Teys Limited (resigned July 2008) and
Yellow Rock Resources Limited (resigned September 2010).

Special responsibilities:
Mr Gallegos is responsible for advising the board on all corporate and
strategic matters relating to the Company including those in respect to
funding the Company and regulatory matters (Corporations Act and ASX
Listing Rules) in Australia. He is responsible to the board for implementing
an effective corporate and shareholders communication strategy and is
the Company’s primary point of contact to the investment community in
Australia.

Interests in shares and options:


Ordinary shares: 12,450,003
Unlisted options 6,000,000

30 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Mr. S. Frank Culberson Non-executive Director

M.B.A., P.E.

S. Frank Culberson, is President & CEO of Rimkus Consulting Group, a


400-person forensic consulting and engineering firm, headquartered in
Houston.

Mr Culberson, age 69, became President and Chief Executive Officer of


Rimkus Consulting Group, Inc., in 1987. He was previously managing
director and chief executive officer of Pace Consultants, Inc., where he had
worked since 1966 in a succession of positions including president of Rocky
Mountain division, vice president of engineering, and managing partner, He
began his career with Shell Oil Company in 1969 as a process engineer and
operations coordinator.

Mr Culberson is a 1960 graduate of North Carolina State University with


a B.S. in chemical engineering and a 1966 graduate of the University of
Houston with an M.B.A. He has extensive experience in the hydrocarbons
processing and consuming industries, including economics and feasibility
assessments; environmental and toxic/hazardous waste evaluations
and solutions; process engineering and operations; computer systems
development; venture analysis and commercialisation; acquisitions,
mergers, divestitures and financial analyses.

He has more than 30 years of experience in energy and business consulting,


including numerous assignments as principal in charge of major studies and
evaluations. He has made numerous high-level presentations and provided
expert reports, including expert witness testimony before courts and the
Federal Energy Regulatory Commission. He is a registered professional
engineer in Texas and Florida, and he is a member of the American Institute
of Chemical Engineers.

Interests in shares and options:


Ordinary shares: 4,084,118
Unlisted options 1,750,000

31 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

BUCCANEER RESOURCES MANAGEMENT TEAM


Andy Rike Operations Manager

• 31 years experience in engineering and management both internationally and the US;

• Extensive experience in drilling and work-over activities and a proven record of successfully
using new technologies;

• Published various technical papers relating to engineering designs and holds several industry
patents for rig and down-hole equipment that he has developed;

• Held positions within Schlumberger and helped develop their “turnkey” drilling
services business and pioneered early efforts drilling wells using coiled tubing;

• Petroleum Engineering degree from Louisiana Tech University.

Gary Rinehart Exploration Manager

• 35 years of experience in exploration, exploitation and production both in the US


and internationally;

• Oil and gas exploration and production experience in Southeast Asia, South America, onshore
US Gulf Coast and offshore US Gulf of Mexico in both deep and shallow water;

• Successfully negotiated exploration agreements with foreign governments as well as


agreements between investors and E&P companies;

• Member of several professional groups such as the American Association of Petroleum


Geologists (AAPG), Houston Geological Society (HGS), South Western Geological Society
(SWGS), and Society for Sedimentary Geology (SEPM).

• Registered with the State of Texas as a Licensed Petroleum Geologist and is recognised by the
AAPG as a Certified Petroleum Geologist;

• B.S. in Geology from the University of Oklahoma.

G. Clint Wainwright, Jr. Executive Vice-President, Operations & Business Development

• 37 years experience operating properties offshore Gulf of Mexico and onshore Texas
and Louisiana;

• Extensive experience as a field engineer responsible for development project design


including field mapping, reserves, well drilling design and supervision, economics and project
presentation for sale;

• Successfully negotiated transactions with large and small independent operators as well as
Exxon-Mobile, BP-Amoco, Shell and Chevron-Texaco;

• Principal of AnaTexas an Operator of projects including the Pompano Project;

• Petroleum Engineering degree from Louisiana State University.

32 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

BUCCANEER ALASKA MANAGEMENT TEAM


Jim Watt President & COO

• 10 years direct experience in Alaska; Co- Founder Stellar Oil & Gas and Renaissance Alaska;

• Extensive managerial and operational experience with Texaco, Union Texas (ARCO), Orient
Petroleum and Renaissance Alaska;

• Major Project experience with North Sea Piper B and Saltire Fields and the Alpine development
on the North Slope, Alaska;

• BSChE, the Ohio State University, MBA, PE, Eastern New Mexico University.

Allen Huckabay Vice President Exploration & Development

• 25 years direct experience in Alaska; Co- Founder Stellar Oil & Gas and Renaissance Alaska;

• 32 years with ARCO, Union Texas (ARCO) and ConocoPhillips;

• Significant exploration successes with ARCO, Union Texas, ConocoPhillips and


Renaissance Alaska;

• Discovered largest onshore oilfield in the last 20 years – Alpine field, north-eastern boundary of
the NPRA in Alaska and 3 other fields in Alaska that are now in production;

• BS, Southern Methodist University, MS, University of South Carolina.

Mark Landt Vice President Land & Business Development

• 14 years direct experience in Alaska, 5 years located in Alaska; Co- Founder Stellar Oil & Gas,
and Renaissance Alaska;

• 25 years with ARCO and 6 years with Renaissance Alaska, including direct Cook Inlet land
experience;

• 34 years of diverse experience in land, international negotiations, business development


and marketing.

• Pulled together land position for Alpine development;

• BBA, PLM, University of Oklahoma, Julian Rothbaum Award.

Vijay Bangia Vice President – Development

• 2 years direct experience in Alaska; Extensive experience in field development, including


1
Alpine development;

• Former Reservoir Engineer with Shell, Union Texas, Burlington Resources and Renaissance
Alaska;

• 30 years of domestic and international experience in all aspects of reservoir engineering;

• PhD, University of Tulsa.

33 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Dave Doherty Chief Geologist


• 25 years direct experience in Alaska; 14 years located in Alaska;
• Exploration Geologist with ARCO; Sunfish discovery in the Cook Inlet;
• Leading expert in the Cook Inlet basin;
• Extensive geological survey experience with US Geological Survey, ARCO and Renaissance
Alaska;
• MS, Wayne State University.

Craig Moore Chief Geophysicist


• 6 years direct experience in Alaska with Benchmark Extensive worldwide geophysical
experience with Gulf Oil, majors, independents and consulting;

• MS, Geophysical Professional Engineering, Colorado School of Mines.

David Fulton Vice President, Finance


• Previously CFO & VP Finance for Caspian International Oil Corporation, listed on the NYMEX
OTC. Assist in Corporation’s effort to raise capital;

• Over 24 years of oil & gas accounting & finance experience with increasing responsibility with
Union Texas Petroleum and recently VP Finance with Renaissance Alaska, LLC;

• BBA, Texas A&I University.

Meetings of Directors
The number of board meetings of Buccaneer Energy Limited directors, held during the financial
year ended 30 June 2010, and the number of meetings attended by each director were:

Directors Meetings
Attended Eligible to attend
Alan Broome 6 6
Curtis Burton 5 6
Ken Hooper (1)
6 6
Dean Gallegos 6 6
S. Frank Culberson 6 6

Resigned 1 May 2010

Indemnification and insurance of Directors, Officers and Auditor


The Company has entered into an agreement to indemnify directors and officers and during the
financial year and has taken out an insurance policy to insure each of the directors and officers or former
directors and officers against liabilities for costs and expenses incurred by them in defending any legal
proceedings arising out of their conduct while acting in the capacity of director or officer of the Company,
other than conduct involving a wilful breach of duty in relation to the Company. Indemnity has not been
provided for auditors. Insurance premium of $41,968 has been paid or accrued by the Group.

Environmental Issues
The consolidated entity is subject to the environmental laws and regulations imposed by authorities
in USA and in particular the laws and regulations of Texas and Louisiana in respect to oil and gas
exploration and production.

There were no Environmental issues that arose during the 12 months to 30 June 2010.

34 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

REMUNERATION REPORT (AUDITED)


The Remuneration Report is set out under the following main headings:

1. Principles used to determine the nature and amount of remuneration

2. Details of remuneration

3. Services agreements

4. Share-based compensation

The information provided under headings 1 to 4 includes remuneration disclosures that are
required under Accounting Standard AASB 124 Related Party Disclosures. These disclosures have
been transferred from the financial report and have been audited.

1. Principles Used To Determine The Nature And Amount Of Remuneration


The performance of the consolidated group depends upon the quality and commitment of the
directors and executives. The philosophy of the directors in determining remuneration levels is to:

• set competitive remuneration packages to attract and retain high calibre employees;

• link executive rewards to shareholder value creation; and

• establish appropriate demanding performance hurdles for variable executive remuneration.

The Board has not established a Remuneration Committee to review and make recommendations
to the full Board on the Company’s remuneration policies, procedures and practices.

The full Board established the Group remuneration policies, procedures and practices and set
out and defines the individual packages offered to key management personal, including long
term incentives to reward key management personal to shareholders value creations by offering
employee options and vesting conditions linked to the Group’s earning; it’s ability to pay dividend
or the rate of dividend payable and its ability to repay to it shareholder any excess capital.

In accordance with Corporate Governance best practice (Recommendation 8.2), the structure of
non-executive director and executive remuneration is separate and distinct as follows.

a. Non-executive directors’ remuneration

Fixed Remuneration:
The Board seeks to set aggregate remuneration at a level that provides the Company with the
ability to attract and retain directors of a high calibre, whilst incurring a cost that is acceptable to
shareholders.

The ASX Listing Rules specify that the aggregate remuneration of non-executive directors shall be
determined from time to time by a general meeting. The amount of aggregate remuneration sought
to be approved by shareholders and the manner in which it is apportioned amongst directors is
reviewed annually. The Board considers advice from shareholders, and takes into account the fees
paid to non-executive directors of comparable companies, when undertaking the annual review
process.

The Company intends to request shareholder approval at the 2010 Annual General Meeting to set
these fees at $250,000 per annum.

35 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Directors’ remuneration is inclusive of committee fees. The following net annual fees paid to non-
executive directors are:

1 July 2009 - 30 June 2010


Fixed Fees $
Base Fee
Chairman $88,000
Other non-executive directors $14,152

Variable Remuneration:
The Company provides directors with incentives designed to align their remuneration with the
interests of shareholders. This is done through issuing options to acquire ordinary shares in the
Company. The number and the terms of the options issued are determined by the full board and
approved by shareholders in a general meeting of members.

b. Company executive and executive director remuneration


Remuneration consists of fixed remuneration and variable remuneration, which comprises short-
term and long-term incentive schemes.

Fixed Remuneration:
Fixed remuneration is reviewed annually by the directors. The process consists of a review of
relevant comparative remuneration in the employment market and within the Company and, where
appropriate, external independent advice on policies and practices is obtained by the Board.

Senior managers are given the opportunity to receive their fixed (primary) remuneration in a variety
of forms and are offered the opportunity to enter into “salary sacrifice” arrangements with the
Company where appropriate. It is intended that the manner of payment chosen will be optimal for
the recipient without creating additional cost for the consolidated group.

Variable Remuneration:
(i) Short-term incentives (STI Payments)

Executives are set short-term (annual) incentive (STI) targets depending on the accountabilities of
the role and impact of their performance on the organisation or business unit performance. Each
year the directors consider, based on a recommendation from the full board, the appropriate targets
and key performance indicators to link the STI plan and the level of payment if targets are met. This
includes setting a maximum payment under the STI plan, and minimum levels of performance to
trigger payment of the STI.

In July 2009 each of the Company’s USA based employees agreed to cancel their employment
contracts including the 30 June 2008 STI payment in return for participation in an overriding royalty
program over the Company’s portfolio of assets. This was sought by the Company so as to reduce
its operational expenses and conserve cash reserves. The STI Payments for the 12 months to 30
June 2010 were considered in the context of the above concessions and the reduced remuneration
of those employees.

Currently, the STI targets and performance indicators are linked to the operational performances
including the financial performance of the consolidated group. They are not directly linked to
movements in shareholder wealth as determined by the Company’s share price or dividends paid.

36 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

(ii) Long-term incentives

The Company provides long-term incentives to senior executives in a manner that aligns this
element of remuneration with the creation of shareholder wealth. This is done under the terms of
the Directors Employee Share Option Plan (“DESOP”) which provides for executives and other
employees to be issued with options to acquire shares in the Company at no cost. The number
and the terms of the options issued are determined by the directors after consideration of the
employee’s performance and their ability to contribute to the achievement of the Company’s
objectives.

On 30 June 2009 all holders of the DESOP options who were still employed by the Company
agreed to a cancellation of their options for no consideration. This was done to demonstrate to
shareholders that directors and staff were aligning themselves more closely with shareholders who
had suffered capital loss in the previous 12 months. The Company issued new options under the
DESOP in September 2010.

As the options confer a right but not an obligation on the recipient of the options, the directors do
not consider it necessary to establish a policy in relation to the person limiting his or her exposure
to risk as a consequence of owning the options.

2. Details of Remuneration
Details of the remuneration of the Key Management Personnel (as defined in AASB 124 Related
Party Disclosures) are set out in Table 1 which follows.

The Key Management Personnel of Buccaneer Energy Limited, including the directors and the
following consolidated group executives, have authority and responsibility for planning, directing
and controlling the activities of the consolidated group.

Clint Wainwright - Executive Vice-President, Operations & Business Development


(Buccaneer Resources)

Jim Watt President, (Buccaneer Alaska)

Mark Landt Executive Vice-President, Land & Business Development (Buccaneer Alaska)

Allen Huckabay Executive Vice-President, Exploration & Development (Buccaneer Alaska)

Gary Rinehart Exploration Officer

Andy Rike Operations Officer

Neville Henry Chief Exploration Officer (resigned 31 January 2010)

These executives together with the directors comprise the named relevant consolidated group
executives who make or participate in making decisions that affect the whole, or a substantial part,
of the business or who have the capacity to affect significantly the Group’s financial standing.

37 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Table 1: Details of Remuneration – Directors and Key Management Personnel

Short-term Benefits Other Benefits Percentage Percentage


Share- Performance Share
based Based Option-
Cash Salary STI Termination Prescribed Payments Bonus based
& Fees Payments Benefits Benefits(1)
- options Total Payments Payments
Year ended 30 June 2010
Non-executive directors
Alan Broome $88,000 Nil Nil Nil Nil $88,000 Nil Nil
S. Frank Culberson $14,152 Nil Nil Nil Nil $14,152 Nil Nil
Executive directors
Curtis Burton $219,003 $141,521(2) Nil $18,650 Nil $379,174 37.3% Nil
Ken Hooper (3)
$150,960 $56,608 $149,436 $15,565 Nil $372,569 15.2% Nil
Dean Gallegos $282,125 Nil Nil $13,326 Nil $295,451 Nil Nil
Other key management personnel
Clint Wainwright $147,639 $70,195 Nil $17,473 Nil $235,307 29.8% Nil
Neville Henry (4)
$94,115 Nil $22,304 $10,913 Nil $127,332 Nil Nil
James Watt $48,117 Nil Nil $4,099 Nil $52,216 Nil Nil
Mark Landt $48,117 Nil Nil $5,388 Nil $53,505 Nil Nil
Allen Huckabay $48,117 Nil Nil $3,397 Nil $51,514 Nil Nil
Gary Rinehart $124,692 Nil Nil $4,626 Nil $129,318 Nil Nil
Andy Rike $186,129 $22,643 Nil $6,340 Nil $215,112 10.5% Nil
Total $1,451,166 $290,967 $171,740 $99,777 Nil $2,013,650 14.4% Nil

1. For US based executives this includes Health Insurance and Car Allowance. For Australian based executives this includes a Car Allowance.
2. As at 30 September 2010 an amount of $117,746 had been accrued and $23,775 had been donated to charities at Mr Burton’s direction.
3. Resigned 1 May 2010. The STI and Termination payment was agreed as a settlement to his employment contract.
4. Resigned 31 January 2010.

Year ended 30 June 2009


Non-executive directors
Alan Broome $78,919 Nil Nil Nil $15,387 $94,306 Nil 16.3%
S. Frank Culberson $28,140 Nil Nil Nil $15,259 $43,399 Nil 35.2%
Executive directors
Curtis Burton $404,515 Nil Nil $41,391 $115,970 $561,876 Nil 20.6%
Ken Hooper $293,604 Nil Nil $29,423 $57,985 $381,012 Nil 15.2%
Dean Gallegos $326,098 $62,243 (1) Nil $15,664 $30,775 $434,780 14.3% 7.1%
Other key management personnel
Neville Henry $306,491 Nil Nil $29,423 $57,985 $393,899 Nil 14.7%
Clint Wainwright $243,412 Nil Nil $4,242 $143,978 $391,632 Nil 36.8%
Eddie Picard (2) $176,766 $152,539 (1) Nil $23,503 $15,387 $368,195 41.4% 4.2%
Total $1,857,945 $214,782 Nil $143,646 $452,726 $2,669,099 8.0% 16.9%

1. Accrued and unpaid as at 30 September 2009


2. Resigned 19 November 2008. The STI payment was agreed as a settlement to his employment contract.

38 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

3. Service Agreements
The Company has no formal service agreements in place at this time. Terms and conditions of
the appointment and retirement of directors are set out in a letter of appointment which covers
remuneration, expectations, terms, the procedures for dealing with conflicts of interest and the
availability of independent professional advice.

The following is a summary of the major provisions of the agreements relating to remuneration
of the Executive Directors and Key Management Personal are set out below, all the following
agreement are on a month to month basis with no defined duration unless stated otherwise:

Curtis Burton – Managing Director and Chief Executive Officer


Base Fee US$240,000 reviewed annually
Benefits Health Insurance

Dean Gallegos – Finance Director


Base Fee US$240,000 reviewed annually
Benefits US$1,200 per month Car Allowance

Clint Wainwright – Executive Vice President of Operations and Business Development


(Buccaneer Resources)
Base Fee US$155,000 reviewed annually
Benefits Health Insurance

Andy Rike – Operations Officer (Buccaneer Resources)


Base Fee US$155,000 reviewed annually
Benefits Health Insurance

Gary Rinehart – Exploration Officer (Buccaneer Resources)


Base Fee US$155,000 reviewed annually
Benefits Health Insurance

James Watt – President and Chief Operating Officer, Buccaneer Alaska LLC
Base Fee US$170,000 reviewed annually
Benefits Health Insurance
US$600.00 per month Car Allowance
Expires 1 April 2011

Mark Landt – Executive Vice-President, Land & Business Development (Buccaneer Alaska)

Base Fee US$170,000 reviewed annually


Benefits Health Insurance
US$600.00 per month Car Allowance
Expires 1 April 2011

39 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Allen Huckabay – Executive Vice-President, Exploration & Development (Buccaneer Alaska)

Base Fee US$170,000 reviewed annually


Benefits Health Insurance
US$600.00 per month Car Allowance
Expires 1 April 2011

On mutual agreement the employment agreements of Curtis Burton, Clint Wainwright, Ken Hooper,
Neville Henry and Richard Loomis were terminated on 17 July 2009, approximately 16 months
before they were due to expire. The settlement agreement between Buccaneer Resources, LLC and
the above executives included the following:

• reduction of monthly compensation by approximately 50%;

• non payment of the retained STI bonus from the 2008 financial year; and

• the non payment of any termination benefits as described above;

In return for the above concessions by the executives the Company granted a 1.0% overriding
royalty interest (ORRI) over the Company’s portfolio of projects at that time, to be split on a pro-rata
basis between those executives.

Executive Overriding Royalty Interest (ORRI)


Curtis Burton 0.285%
Ken Hooper (1)
0.230%
Clint Wainwright 0.230%
Neville Henry 0.230%
Richard Loomis 0.0025%
Total 1.000%

1. The termination payment of $149,436 to Mr Ken Hooper as outlined in Table 1 reflects a purchase of his share in the ORRI.

The following projects are subject to the ORRI:

Previous Net New Net Revenue


Project Working Interest Revenue Interest Interest (1)
Pompano 65.00% 47.0275% 46.258%
Swordfish 86.67% 66.733% 65.963%
Cobia 86.67% 66.733% 65.963%
Redfish 65.00% 49.075% 48.305%
Tang 100.00% 78.000% 77.230%
Tuna 100.00% 78.000% 77.230%
Jaguar 100.00% 78.000% 77.230%
Cove Deep 32.00% 24.000% 23.746%
Ruby 35.00% 26.250% 26.058%
Lee County 52.50% 39.375% 38.605%

1. This is after the purchase of Mr Ken Hooper’s interest as detailed above.

40 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

4. Share-based Compensation
• Options to acquire shares

Options are issued to directors and executives as part of their remuneration. The options are not
issued based on performance criteria, but are issued to the majority of directors and executives to
increase goal congruence between executives, directors and shareholders.

Participation in the DESOP is at the Board’s sole discretion. For each option issue, the Board
specifies the vesting period, exercise price and exercise period in accordance with the provisions
of the scheme. The exercise price of the option is the price to be determined by the board at its sole
discretion, but not less than a premium of 10% of the prevailing market price of the shares of the
Company on the ASX at the time of issue.

Each option entitles the holder to subscribe for one fully paid ordinary share in the Company at the
issue price specified, at any time from the issue date until the expiry of the options subject to any
vesting requirements. The option holders are not entitled as a matter of course to participate in any
share issues of the Company. Options granted under the DESOP carry no dividend rights or voting
rights and are issued for nil consideration.

Options issued to directors are not issued under the terms of the DESOP but are issued on terms
that are approved by shareholders in a General Meeting. As at 30 June 2010 there were no options
issued to either directors or under the DESOP. On 7 July 2010 the Company received approval to
issue options to directors, a further issue of options under the DESOP was made to the Company’s
executives on 7 September 2010.

The recipients of the above options and DESOP options were as follows:

Executive / Options
Director Position Issued
Alan Broome Director 1,750,000
Curtis Burton Managing Director 6,000,000
Dean Gallegos Finance Director 6,000,000
Frank Culberson Non-Executive Director 1,750,000
Bruce Burrell Company Secretary 250,000
Clint Wainwright VP Operations & Business Development (Buccaneer Resources) 4,000,000
Gary Rinehart Exploration Manager (Buccaneer Resources) 3,000,000
Andy Rike Operations Manager (Buccaneer Resources) 3,300,000
Kendall Williams Financial Controller (Buccaneer Resources) 1,000,000
Ken Hooper (1) Former Director 2,000,000
Jim Watt President & CEO – Buccaneer Alaska, LLC 3,300,000
Mark Landt Executive Vice-President, Land & Business Development (Buccaneer Alaska) 3,300,000
Allen Huckabay Executive Vice-President, Exploration & Development (Buccaneer Alaska) 3,300,000
Craig Moore Chief Geophysicist (Buccaneer Alaska) 2,150,000
David Fulton Financial Controller (Buccaneer Alaska) 2,150,000
Dave Doherty Chief Geologist (Buccaneer Alaska) 2,150,000
Vijay Bangia Vice President Development (Buccaneer Alaska) 2,150,000

1. Mr Hooper resigned on 1 May 2010 and under the terms of the Company’s DESOP the options issued to him will lapse unless
converted on or before the 6 December 2010.

41 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

DESOP Option Terms


The above options have the following terms:

Expiry: 30 June 2013


Exercise Price: $0.10
Vesting Hurdles: • 50% of the Directors and Employees Options will expire and be
forfeited if the Company has not drilled and completed two wells at its
Lee County project on or before 30 June 2013; and

• 50% of the Directors and Employees Options will expire and be


forfeited if the Company has not drilled one onshore well in or around
the Cook Inlet in Alaska, USA on or before 30 June 2013

Issued Options

At the date of this report, the unissued ordinary share of Buccaneer Energy Limited under option
are as follows:

Exercise Quantity Quantity


Designation Holder Price Expiry Date on Issue Vested
BCCO Listed $0.10 30 November 2012 177,731,318 177,731,318
BCCAK Macquarie Bank Limited $0.11 2 February 2013 15,443,077 15,443,077
BCCAX SpringTree Special Opportunities, LP $0.1325 22 February 2013 12,000,000 12,000,000
BCCAZ Directors & Executives (DESOP) $0.10 30 June 2013 47,550,000 23,775,000

During the year ended 30 June 2010, no shares have been issued as a result of the exercise of the
option issued under DESOP or to shareholders (2009: Nil).

Proceedings on behalf of the Company


No person has applied for leave of Court to bring proceedings on behalf of the Company
or intervene in any proceedings to which the Company is a party for the purpose of taking
responsibility on behalf of the Company for all or any part of those proceedings.

The Company was not a party to any proceedings during the year.

Corporate governance
The directors are responsible for the corporate governance practices of the Company. The main
corporate governance practices that were in operation during the financial year are set out in the
Corporate Governance section of the annual report.

42 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
DIRECTORs’ REPORT & Controlled Entities

Non-audit services
The directors are satisfied that the provision of non-audit services during the year is compatible
with the general standard of independence for auditors imposed by the Corporations Act 2001. The
directors are satisfied that the services disclosed below did not compromise the external auditor’s
independence for the following reasons:

• all non-audit services are reviewed and approved by the full board prior to commencement to
ensure they do not adversely affect the integrity and objectivity of the auditor; and

• the nature of the services provided do not compromise the general principles relating to auditor
independence in accordance with APES 110: Code of Ethics for Professional Accountants set by
the Accounting Professional and Ethical Standards Board.

The following fees for non-audit services were accrued to the external auditors during the year
ended 30 June 2010:

General advice $3,500


Tax Advice $22,835
$26,335

Auditor’s independence declaration


An independence declaration has been provided by the Company’s auditor, WHK Horwath Sydney.
A copy of this declaration is attached to, and forms part of, the financial report for the financial year
ended 30 June 2010.

Signed in accordance with a resolution of the directors.

Alan Broome

Chairman

30 September 2010

43 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

The board of the Company is committed to having the highest standards of ethical behavior
together with an effective system of corporate governance for the Buccaneer Group commensurate
with the size of the Company and the scope of its business operations.

In accordance with ASX Listing Rule 4.10.3, set out below is the ASX Corporate Governance
Council’s eight principles of corporate governance (ASX Governance Principles) and described
against each is how the board has applied each principle and the recommendations set out
within them.

The Company is fully supportive of the ‘if not, why not’ disclosure based approach to governance
adopted by the ASX Governance Principles because, inter alia, they recognize there is no single
model of corporate governance and that good corporate governance practice is not restricted to
adopting all the recommendations.

The board has adopted and complied with most of the recommendations but there are a number
of recommendations that the board, after careful review, have not adopted. Full details of these,
together with an explanation of why an alternate and more appropriate approach has been taken by
the Board, are set out in the following statement.

Principle 1: Laying Solid Foundations for Management and Oversight


Compliance with this Principle requires the Company to establish and disclose the respective roles
and responsibilities of both the board and management.

Role of the Board

The Company’s overall corporate objective, as determined by the board, is to provide shareholders
with attractive investment returns principally through enhancement of capital.

• In this regard, the Company’s primary goals are:

• to be profitable and pay dividends which, over time, grow faster than the rate of inflation; and

• to provide attractive total returns over the medium to long term.

The role of the board supports the corporate objectives of the Company. The board generally sets
objectives and goals for the operation of the Company, oversees the Company’s management,
reviews the Company’s performance on a regular basis and monitors its affairs in the best interests
of the Company. The board is accountable to its shareholders as owners of the Company.

The board operates under a board charter, available on the Company’s website, which documents
the role of the board outlined above and the matters that the board has reserved to itself. Those
matters include:

setting the corporate objectives of the Company and approving business strategies and plans of the
Company set in place to meet those objectives:

• approving the expense budget at least annually;

• approving changes to the Company’s capital structure and dividend policy;

• appointing and removing the CEO/Managing Director and carrying out succession planning for
the CEO/Managing Director as applicable;

• reviewing the performance of the CEO/Managing Director and remuneration and contractual
arrangements;

44 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

• appointing and removing senior executives on the recommendation of the CEO/Managing


Director;

• reviewing the performance and remuneration of senior executives on the review and
recommendation of the CEO/Managing Director;

• reviewing the composition of the board, the independence of Directors, the board’s
performance and for carrying out succession planning for the Chairman and other Non-
Executive Directors;

• reviewing the performance of management and the Company, including the risk management,
internal controls and compliance systems.;

• dealing with any matters in excess of any specific delegations that the board may from time to
time delegate to the CEO/Managing Director and senior executives;

• approving the communication to shareholders and to the public of the half-year and full-year
results and quarterly reviews;

• setting designated authorities for management to implement (in consultation with the
Chairman/Managing Director) the decisions of the board In respect to exploration expenditures

The Directors meet formally as a board as and when required and usually 8 to 10 times a year.

Delegation to Board Committees

The board has not established any Board Committees to assist the board in exercising its authority.

The Company does not have a separate Audit Committee, Remuneration Committee or
Nominations Committee.

After careful consideration the board has decided that given the small size of the Company and its
operations it was appropriate that the functions of audit, remuneration and nomination committees
be reserved for the full board.

Delegation to Management

The Managing Director is responsible to the Company for the performance of management and the
board acts in close consultation with the Managing Director.

The board is responsible for evaluating the performance of the Managing Director and the
Company’s senior executives in accordance with the Company’s aims and objectives, and
remunerating them appropriately. As part of its approach to encouraging enhanced performance,
the board has adopted a remuneration structure for the Managing Director and other senior
executives which includes a significant component of ‘at risk’ remuneration designed to encourage
and reward high performance. Full details of the remuneration process and the benchmarks used
for assessment are given in the Remuneration Report.

Departure from ASX Recommended Governance Principles

The board acknowledges that the Company is not fully compliant with Principle 1 and its
recommendations.

As stated above the board has, after due consideration, decided that in view of the relative small
size of the Company and its operations the functions of separate committees are best reserved for
the full board.

45 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

Principle 2: Structuring the Board to Add Value


Compliance with this Principle requires the Company to have a board of effective composition, size
and commitment to adequately discharge its responsibilities and duties.

The Directors’ Report sets out the details of the skills, experience, and expertise of each Director.

• The roles of the Chairman and Managing Director are separate. The role of the Managing
Director is set out under Principle 1, above. The role of the Chairman is set out in the board
charter, including being responsible for:

• the business of the board, taking into account the issues and the concerns of all Directors and
the requirements of the board charter;

• the leadership and conduct of board and Company meetings to be in accordance with the
agreed agenda, the Company’s Corporate Objective and Principles of Conduct (described under
Principle 3, below); and

• encouraging active engagement by Directors and an open and constructive relationship


between the board and the Managing Director and senior executives.

The Chairman also has the authority to act and speak for the board between meetings, subject to
any agreed consultation processes.

Appointment and Renewal

The board consists of a Non-Executive Chairman, Mr. Alan Broome AM, a Managing Director, Mr.
Curtis Burton, an Executive Director Mr. Dean Gallegos and a Non-Executive Director Mr. Frank
Culberson. Alan Broome and Frank Culberson are considered by the Board to be independent.

Details of the term of office held by each Director in office as at the date of this report are as follows:

Name of director Date appointed Non-executive Independent


Alan Broome July 2007 Yes Yes
Curtis Burton July 2007 No No
Dean Gallegos July 2007 No No
Frank Culberson August 2007 Yes Yes

The Company’s constitution provides that each Director, except for the Managing Director, must
seek re-election by shareholders at least every three years if they wish to remain a Director. Any
new Director appointed by the board must seek election by shareholders at the next Annual General
Meeting of the Company. This complies with the ASX Listing Rules.

All of the Directors have entered into an Agreement with the Company covering the terms of their
appointment, the Company’s share trading policy, access to documents, Director’s indemnity
against liability, and Directors’ and Officers’ insurance.

Each Director of the Company is encouraged to have a financial interest in the Company.

Nomination Committee

The Company does not have a Nomination Committee.

After careful consideration the board decided that the functions of a Nomination Committee
were best reserved for the full board. The full board periodically reviews board composition,

46 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

succession planning, and where applicable recommends suitable Directors for appointment by
the Directors and approval by shareholders. In reviewing board composition, the Committee
takes note of regulatory requirements and recommendations in this area and reviews the mix
of skills, experience and diversity the board considers appropriate for the Company’s particular
circumstances.

The board also reviews the process in place to assess the board’s performance. In order to provide
a specific opportunity for performance matters to be discussed with each Director, each year the
Chairman conducts a formal Director review process. He meets with each Director individually to
discuss issues including performance and discusses with each Director the effectiveness of the
board as a whole, individual Directors and the Chairman with the intention of providing mutual
feedback.

Performance is reviewed against both measurable and qualitative indicators. To assist the
effectiveness of these meetings, the Chairman is provided with objective information about each
Director (e.g. number of meetings attended, other current directorships etc.) and a guide for
discussion to ensure consistency. The Chairman reports on the general outcome of these meetings
to the board. Given the nature of the Company’s activities, the Board believes that there is sufficient
formality in the process of evaluation of the board, individual Directors and the Chairman.

Independence of Directors

The board reviews the independence of each of the Non-Executive Directors on an annual basis,
taking into account the factors set out in the ASX Governance Principles, including situations where
an individual Director may be a partner in, controlling shareholder of, or executive of an entity
which has a material commercial relationship with the Company.

It is considered that the Non-Executive Directors Alan Broome and Frank Culberson are
independent.

Curtis Burton and Dean Gallegos are executive directors and are not considered to be independent.

Any real or potential conflicts of interest are dealt with by procedures consistent with Corporations
Act requirements which are designed to ensure that conflicted Directors do not take part in the
decision-making on the relevant issue. On this basis, it is believed that their independence on all
other issues is not compromised.

To assist Directors to fully meet their responsibilities to bring an independent view, the board has
agreed a procedure in appropriate situations for Directors to take independent professional advice,
at the expense of the Company, after advising the Chairman of their intention to do so. The results
of the independent professional advice are made available to the Chairman.

Departure from ASX Recommended Governance Principles

The board acknowledges that the Company is not fully compliant with Principle 2 and its
recommendations.

As stated above the board has, after due consideration, decided that in view of the relative small
size of the Company and its operations the functions of separate committees are best reserved for
the full board.

47 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

Principle 3: Promotion of Ethical and Responsible Decision-making


Compliance with this Principle requires that the Company should actively promote ethical and
responsible decision-making.

The Company, including its Directors and key executives, is committed to maintaining the highest
standards of integrity and seeks to ensure all its activities are undertaken with efficiency, honesty
and fairness, and in accordance with legal obligations. The Company also maintains a high level
of transparency regarding its actions consistent with the need to maintain the confidentiality of
commercial-in-confidence material and, where appropriate, to protect the shareholders’ interests.

The Company has approved and promulgated 2 codes, namely Corporate Principles of Conduct
and a Trading Policy for Directors which are available on the website together with the Company’s
Trading Policy that the Company has for dealing in its own shares by its senior executives and
employees. The Corporate Principles of Conduct include the code of conduct for Directors and
senior executives and these documents are provided to management and new Directors as they
join the Company and any updates are provided to all employees and Directors.

In addition to the consideration by the board of individual Directors’ independence, the Corporate
Principles of Conduct sets out details of how conflicts of interest should be avoided. The Company’s
Directors and employees must disclose to the Company any material personal interest that they or
any associate may have in a matter that relates to the affairs of the Company. Directors must inform
the Company Secretary immediately they become aware of any changes to their shareholdings or
directorships. Where a conflict of interest may arise, full disclosure by all interested persons must
be made and appropriate arrangements followed, such that interested persons are not included in
making the relevant decisions and discussions.

The Company does not have a policy in relation to diversity regarding gender, age, ethnicity or
cultural background. The board believes, after careful consideration, that in view of the small size
and operations of the Company a meaningful diversity policy cannot be developed at this time.

Except for a departure regarding diversity policy, the board believes that the Company is fully
compliant with Principle 3 and its recommendations.

Principle 4: Safeguarding Integrity in Financial Reporting


Compliance with this Principle requires that the Company has a structure to verify and safeguard
the integrity of the Company’s financial reporting.

The Company has not established an Audit Committee. The functions of an Audit Committee have
been reserved for the full board. These functions include overseeing the integrity of the financial
reporting process and which reports to the board.

The full board is responsible for reviewing:

• the Company’s accounting policies;

• the content of financial statements;

• issues relating to the controls applied to the Company’s activities;

• the conduct, effectiveness and independence of the external audit;

• risk management and related issues; and compliance issues.

48 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

The role of the full board in respect of its oversight of risk management issues is set out under
Principle 7 below.

Written Affirmations

Pursuant to section 295A of the Corporations Act the board receives from the Managing Director
and the Chief Financial Officer written affirmations concerning the Company’s financial statements
as set out in the Directors’ Declaration.

External Audit

The Company reviews the independence and competence of the Company’s external auditor
including reviewing any non-audit work to ensure that it does not conflict with audit independence.

The full board meets with the external auditor in the absence of management.

Departure from ASX Recommended Governance Principles

The board acknowledges that the Company is not fully compliant with Principle 3 and its
recommendations.

As stated above the board has, after due consideration, decided that in view of the relative small
size of the Company and its operations the functions of separate committees are best reserved for
the full board.

Principle 5: Making Timely and Balanced Disclosure


Compliance with this Principle requires that the Company promote timely and balanced disclosure
of all material matters concerning the Company.

As a listed entity, the Company has an obligation under the ASX Listing Rules to maintain an
informed market in its securities. Accordingly, the Company ensures that the market is advised of
all information required to be disclosed under the Listing Rules which the Company believes would
or may have a material effect on the price or value of the Company’s securities.

The Company has developed policies and procedures designed to ensure compliance with ASX
Listing Rules and Corporations Act disclosure requirements and to ensure accountability at a senior
management level for that compliance. The policy is reviewed during the course of each year, taking
into account best practice developments in this area.

The Company makes ASX releases on a weekly basis during exploration and development drilling
and as and when required at other times to meet ASX Listing Rule requirements for continuous
disclosure. The board has nominated Mr. Dean Gallegos, a director, as the person responsible for
communications with ASX including responsibility for ensuring compliance with ASX continuous
disclosure requirements.

The board believes that the Company is fully compliant with Principle 5 and its recommendations.

Principle 6: Respecting the Rights of Shareholders


Compliance with this Principle requires that the Company respect the rights of shareholders and
facilitate the effective exercise of those rights.

49 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

The Company is owned by its shareholders and the board’s primary responsibility is to
shareholders and to achieve the Company’s Corporate Objectives and thus increase the
Company’s value.

The main communications with shareholders are the Quarterly Reports and the Annual and Half-
Year Reports and the Annual General Meeting.

Shareholders are encouraged to attend the annual general meeting at which the external auditor
is in attendance and available to answer shareholder questions on the audit and the preparation of
the financial reports.

The Company maintains a comprehensive website that contains ASX announcements, Quarterly
Reports Annual Reports, Half-Yearly Reports, details of corporate governance practices,
presentations to shareholders, and related material for shareholders and investors.

The board believes that the Company is fully compliant with Principle 6 and its recommendations.

Principle 7: Recognising and Managing Risk


Compliance with this Principle requires that the board establish a system of risk oversight and
management and internal control.

The board considers that the Company has established and maintains an appropriate and sound
system of risk oversight, management and internal control.

The board considers an internal audit function to be not necessary due to the nature and size of the
Company’s operations.

By its nature as an oil and gas exploration and development company, the Company will always
carry risk because it must invest its capital in activities which are not risk free.

The Company’s management is primarily responsible for recognising and managing operational
risk issues such as legal and regulatory risk, systems and process risk, human resource risk, disaster
recovery risk, and occupational health and safety risk.

The board receives from the Managing Director and the Chief Financial Officer written affirmation
that, to the best of their knowledge and belief, the integrity of the financial statements is founded
on a sound system of risk management and internal compliance and control which implements the
policies adopted by the board and that the Company’s risk management and internal compliance
and control system is operating efficiently and effectively in all material respects insofar as they
relate to financial reporting risks. The board has also received reports from management as to the
effectiveness of the Company’s management of its material business risks.

The board believes that the Company is fully compliant with Principle 7 and its recommendations.

Principle 8: Remunerating Fairly and Responsibly


Compliance with this Principle requires that the level and composition of remuneration is sufficient
and reasonable and that its relationship to performance is defined.

The Company has not established a Remuneration Committee. After careful consideration the board
has decided that the functions of a remuneration committee are best reserved for the full board.

50 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


CORPORATE GOVERNANCE Buccaneer Energy Limited
STATEMENT & Controlled Entities

These functions include to look after remuneration issues relating to the Non-Executive Directors,
the Managing Director and other executive directors and Senior Executives.

Full details regarding the remuneration amounts and policies are disclosed in the
Remuneration Report.

The board seeks external advice from consultants to ensure that its policies and practices are in line
with external market conditions.

Executives who have been awarded shares and previous Long Term Incentive Plans that have not
yet vested are prohibited from entering into transactions in associated products which limit the risk
of participation in such plans.

Departure from ASX Recommended Governance Principles

The board acknowledges that the Company is not fully compliant with Principle 8 and its
recommendations.

As stated above the board has, after due consideration, decided that in view of the relative small
size of the Company and its operations the functions of separate committees are best reserved for
the full board.

Share Trading Policy

Directors, officers and employees are encouraged to have a personal financial interest in the
Company by acquiring and holding shares on a long term basis.

The buying or selling of shares in the Company is not permitted by any director, officer or
employee of the Company, or their associates, when that person is in possession of price sensitive
information not available to the market.

No director, officer or senior executive is permitted to buy or sell shares without first obtaining the
permission of the Chairman to do so.

It is the responsibility of each director to advise the company secretary of any dealings in the
Company’s securities.

51 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Auditors independence Buccaneer Energy Limited
declaration & Controlled Entities

The Board of Directors


Buccaneer Energy Limited
Level 9, 25 Bligh Street
Sydney NSW 2000

30 September 2010

Dear Board Members

BUCCANEER ENERGY LIMITED

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the directors of Buccaneer Energy Limited.

As lead audit principal for the audit of the financial statements of Buccaneer Energy Limited for the
financial year ended 30 June 2010 I declare that to the best of my knowledge and belief, that there
have been no contraventions of:

(i) the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and

(ii) any applicable code of professional conduct in relation to the audit.

Yours sincerely

WHK HORWATH SYDNEY

ROGER WONG
PRINCIPAL

52 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Statement of
comprehensive income Buccaneer Energy Limited
For THE Year Ended 30 June 2010 & Controlled Entities

Consolidated group
2010 2009
Note $ $
Revenue and other income 3 3,902,568 12,781,480
Depletion (3,492,444) (7,518,480)
Lease operating expenses (813,363) -
Repairs and maintenance (864,204) -
Exploration cost written off (72,076) (687,970)
Reversal/(Impairment) to fair value 4,505,171 (10,706,989)
Depreciation and amortisation expenses (58,601) (39,650)
Interest expenses (1,951,094) (951,910)
Fair value loss on derivative financial instruments (231,007) -
Employee benefits expense (2,229,253) (1,484,622)
Professional fees (786,364) (1,658,699)
Share based payment expense - (527,670)
Occupancy expense (322,398) (278,824)
Foreign exchange loss (511,520) -
Share listing and maintenance (166,897) (57,344)
Travel expenses (174,744) (123,591)
Other expenses (1,125,245) (735,706)
Total expenses 4 (8,294,039) (24,771,455)

Loss before income tax expense (4,391,471) (11,989,975)


Income tax expense / (benefit) 5 - 1,396,965
Loss for the year (4,391,471) (13,386,940)

Other comprehensive income


Exchange differences on translation of foreign operations 709,776 (734,296)
Other comprehensive income for the year 709,776 (734,296)
Total comprehensive loss for the year (3,681,695) (14,121,236)

Loss attributable to members of the Company (4,391,471) (13,386,940)


Total comprehensive loss attributable to members of
(3,681,695) (14,121,236)
the Company
Earnings per share
Continuing operations:
Basic loss per share - cents share 6 (1.33) (8.94)
Diluted loss per share - cents per share 6 (1.33) (8.94)

The accompanying notes form part of these financial statements.

53 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Statement of
financial position Buccaneer Energy Limited
AS AT 30 June 2010 & Controlled Entities

Consolidated group
2010 2009
Note $ $
CURRENT ASSETS
Cash and cash equivalent 9 4,966,376 2,988,467
Trade and other receivables 10 1,215,213 518,870
Inventory 11 248,517 -
Other current assets 12 256,273 24,225
TOTAL CURRENT ASSETS 6,686,379 3,531,562
NON-CURRENT ASSETS
Trade and other receivables 10 25,988 -
Property, plant & equipment 13 107,209 111,324
Exploration and evaluation assets 14 9,381,705 6,765,466
Oil and gas assets 15 10,321,340 6,025,658
Intangible assets 16 407,157 407,157
Other financial assets 17 80,283 -
Other non-current assets 19 5,866 47,275
TOTAL NON-CURRENT ASSETS 20,329,548 13,356,880
TOTAL ASSETS 27,015,927 16,888,442
CURRENT LIABILITIES
Trade and other payables 20 2,530,602 475,245
Derivative financial instruments 21 196,186 -
Borrowing 22 1,606,543 5,840,793
Provisions 23 - 6,818
TOTAL CURRENT LIABILITIES 4,333,331 6,322,856
NON-CURRENT LIABILITIES
Derivative financial instruments 21 29,661 -
Provisions 23 3,288,206 2,956,667
TOTAL NON-CURRENT LIABILITIES 3,317,867 2,956,667
TOTAL LIABILITIES 7,651,198 9,279,523
NET ASSETS 19,364,729 7,608,919
EQUITY
Issued capital 24 36,935,026 21,954,271
Reserves 25 774,985 (347,632)
Accumulated losses (18,345,282) (13,997,720)
TOTAL EQUITY 19,364,729 7,608,919

The accompanying notes form part of these financial statements.

54 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


STATEMENT OF
CHANGES IN EQUITY Buccaneer Energy Limited
For THE Year Ended 30 June 2010 & Controlled Entities

Issued Accumulated
Capital Reserves Losses Total
Foreign
Ordinary currency
Shares Options Options translation
Consolidated group Note $ $ $ $ $ $
Balance at 1 July 2009 21,954,271 - 250,931 (598,563) (13,997,720) 7,608,919
Other comprehensive
- - - 709,776 - 709,776
income for the year
Loss attributable to the
- - - - (4,391,471) (4, 391,471)
consolidated entity
Transactions with
owners in their capacity
as owners:
Shares issued during
24 15,553,649 - - - - 15,553,649
the year
Shares issued
24 (922,894) - - - - (922,894)
transaction costs
Options issued during
24 - 350,000 - - - 350,000
the year
Fair value of share
- - 456,750 - - 456,750
based expense
Transfer of options
expense on cancellation 25 - - (43,909) - 43,909 -
of options
Balance at 30 June 2010 36,585,026 350,000 663,772 111,213 (18,345,282) 19,364,729

Balance at 1 July 2008 21,580,469 - 2,438,247 135,733 (2,007,169) 22,147,280


Other comprehensive
- - - (734,296) - (734,296)
income for the year
Loss attributable to the
- - - - (13,386,940) (13,386,940)
consolidated entity
Transactions with
owners in their capacity
as owners:
Shares issued during
24 704,044 - - - - 704,044
the year
Shares issued
24 (330,242) - - - - (330,242)
transaction costs
Share based payment
- - 726,028 - - 726,028
expense
Transfer of options
expense on cancellation 25 - - (1,396,389) - 1,396,389 -
of options
Cancellation of options
granted to Macquarie - - (1,516,955) - - (1,516,955)
Bank
Balance at 30 June 2009 21,954,271 - 250,931 (598,563) (13,997,720) 7,608,919

The accompanying notes form part of these financial statements.

55 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Statement of
cash flows Buccaneer Energy Limited
For THE Year Ended 30 June 2010 & Controlled Entities

Consolidated group
2010 2009
Note $ $
CASH FLOWS FROM OPERATING ACTIVITIES:
Receipts from customers 3,305,009 15,829,388
Payments to suppliers and employees (6,284,513) (7,363,798)
Interest paid (249,253) (952,463)
Interest received 41,294 77,773
Income Tax refunded - 40,115
Deposit refunded 41,275 -
Net cash (used) / provided by operating activities 32(a) (3,146,188) 7,631,015
CASH FLOWS FROM INVESTING ACTIVITIES:
Payment for exploration and acquisition expenditure (1,817,241) (9,917,005)
Payment for Oil and Gas development / exploration
(2,513,937) -
expenditure
Payment for acquisition of Oil and Gas assets (4,191) -
Acquisition of investments (80,283) -
Loan to other entity (342,675) -
Sale of plant & equipment 50,238 -
Payment for property, plant & equipment (125,642) (121,941)
Net cash used in investing activities (4,833,731) (10,038,946)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issue of shares 11,290,442 -
Proceeds from issue of convertible notes 3,900,000 -
Share issue cost (922,894) -
Repayment of borrowings (6,000,528) (11,429,829)
Proceeds from borrowings 1,049,252 11,256,064
Net cash provided / (used) in financing activities 9,316,272 (173,765)
Net increase / (decrease) in cash held 1,336,353 (2,581,696)
Cash at beginning of year 2,988,467 4,731,580
Effect of exchange rates changes on cash and cash equivalent (641,555) 838,583
Cash at end of year 9 4,966,375 2,988,467

The accompanying notes form part of these financial statements.

56 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

These consolidated financial statements and notes represent those of Buccaneer Energy Limited
(‘Parent entity’ or ‘Company’) and the controlled entities (‘Consolidated group’ or ‘Group’).

The separate financial statements of the parent entity, Buccaneer Energy Limited, have not been
presented within this financial report as permitted by amendments made to the Corporations Act
2001 effective as at 28 June 2010.

1. STATEMENT OF ACCOUNTING POLICIES


Buccaneer Energy Limited is a listed public company that was incorporated on the 2 July 2007
and domiciled in Australia. The financial report was authorised for issue by the Directors on
30 September 2010.

Basis of Preparation

These general purpose financial statements have been prepared in accordance with
Australian Accounting Standards, Australian Accounting Interpretations, other authoritative
pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

Australian Accounting Standards set out accounting policies that the AASB has concluded
would result in a financial report containing relevant and reliable information about
transactions, events and conditions to which they apply. Compliance with Australian Accounting
Standards ensures that the financial statements and notes also comply with International
Financial Reporting Standards. Material accounting policies adopted in the preparation of
this financial report are presented below. They have been consistently applied unless
otherwise stated.

The financial report has been prepared on an accruals basis and is based on historical costs,
modified, where applicable, by the measurement at fair value of selected non-current assets,
financial assets and financial liabilities.

(a) Current Liabilities exceed Current Assets

In the prior reporting period the Current Liabilities exceeded the Current Assets of the
Group as a result of the reclassification of the Macquarie Bank Limited borrowings from a
Non-Current Liability to a Current Liability. The Macquarie Bank Limited borrowings were
repaid on the 17 September 2009 thereby eliminating this deficiency.

(b) Principles of Consolidation

A controlled entity is any entity controlled by Buccaneer Energy Limited whereby the
Company has the power to control the financial and operating policies so as to obtain
benefits from its activities. In assessing the power to govern, the existence and effect of
holdings of actual and potential voting rights are considered. A list of controlled entities is
contained in Note 18 to the financial statements.

All inter-company balances and transactions between entities in the economic entity,
including any unrealised profits or losses, have been eliminated on consolidation.
Accounting policies of subsidiaries have been changed where necessary to ensure
consistencies with those policies applied by the parent entity.

57 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(b) Principles of Consolidation (continued)

Where controlled entities have entered or left the economic entity during the year, their
operating results have been included/excluded from the date control was obtained or until
the date control ceased.

Investments in subsidiaries are accounted for at cost in the individual financial statements
of Buccaneer Energy Limited.

(c) Jointly Controlled Assets

The Group exploration and production activities are often conducted through joint venture
arrangements governed by joint operating agreements, production sharing contracts or
similar contractual relationships. A summary of the Group interests in its significant joint
ventures is included in note 26.

A joint venture characterised as a jointly controlled asset involves the joint control, and
often the joint ownership, by the venturers of one or more assets contributed to, or
acquired for the purpose of, the joint venture and dedicated to the purposes of the joint
venture. The assets are used to obtain benefits for the venturers.

Each venturer may take a share of the output from the assets and each bears an agreed
share of expenses incurred. Each venturer has control over its share of future economic
benefits through its share of jointly controlled assets.

The interests of the Company and of the Group in unincorporated joint ventures are
brought to account by recognising in the financial statements the Group share of jointly
controlled assets, share of expenses and liabilities incurred, and the income from the sale
or use of its share of the production of the joint venture in accordance with the revenue
policy in note 1(r).

(d) Minority Interests

Minority equity interests in the equity and results of the entities that are controlled are
shown as a separate item in the consolidated financial statements.

(e) Business Combinations

Business combinations occur where control over another business is obtained and results
in the consolidation of its assets and liabilities. All business combinations, including those
involving entities under common control, are accounted for by applying the purchase
method.

The purchase method requires an acquirer of the business to be identified and for the cost
of the acquisition and fair values of identifiable assets, liabilities and contingent liabilities
to be determined as at acquisition date, being the date that control is obtained. Cost is
determined as the aggregate of fair values of assets given, equity issued and liabilities
assumed in exchange for control together with costs directly attributable to the business
combination. Any deferred consideration payable is discounted to present value using the
entity’s incremental borrowing rate.

58 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(e) Business Combinations (continued)

Goodwill is recognised initially at the excess of cost over the acquirer’s interest in the net
fair value of the identifiable assets, liabilities and contingent liabilities recognised. If the fair
value of the acquirer’s interest is greater than cost, the surplus is immediately recognised in
profit or loss.

(f) Income Tax

The income tax expense (income) for the year comprises current income tax expense
(income) and deferred tax expense (income).

Current income tax expense charged to the profit or loss is the tax payable on taxable
income calculated using applicable income tax rates enacted, or substantially enacted, as
at reporting date. Current tax liabilities (assets) are therefore measured at the amounts
expected to be paid to (recovered from) the relevant taxation authority.

Deferred income tax expense reflects movements in deferred tax asset and deferred tax
liability balances during the year as well unused tax losses.

Current and deferred income tax expense (income) is charged or credited directly to equity
instead of the profit or loss when the tax relates to items that are credited or charged
directly to equity.

Deferred tax assets and liabilities are ascertained based on temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the financial
statements. Deferred tax assets also result where amounts have been fully expensed but
future tax deductions are available. No deferred income tax will be recognised from the
initial recognition of an asset or liability, excluding a business combination, where there is
no effect on accounting or taxable profit or loss.

Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply
to the period when the asset is realised or the liability is settled, based on tax rates enacted
or substantively enacted at reporting date. Their measurement also reflects the manner in
which management expects to recover or settle the carrying amount of the related asset or
liability.

Deferred tax assets relating to temporary differences and unused tax losses are recognised
only to the extent that it is probable that future taxable profit will be available against which
the benefits of the deferred tax asset can be utilised.

Where temporary differences exist in relation to investments in subsidiaries, associates,


and joint ventures, deferred tax assets and liabilities are not recognised where the timing
of the reversal of the temporary difference can be controlled and it is not probable that the
reversal will occur in the foreseeable future.

59 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(f) Income Tax (continued)

Current tax assets and liabilities are offset where a legally enforceable right of set-off exists
and it is intended that net settlement or simultaneous realisation and settlement of the
respective asset and liability will occur. Deferred tax assets and liabilities are offset where
a legally enforceable right of set-off exists, the deferred tax assets and liabilities relate to
income taxes levied by the same taxation authority on either the same taxable entity or
different taxable entities where it is intended that net settlement or simultaneous realisation
and settlement of the respective asset and liability will occur in future periods in which
significant amounts of deferred tax assets or liabilities are expected to be recovered or
settled.

(g) Property, Plant and Equipment

Each class of property, plant and equipment is carried at cost or fair value as indicated less,
where applicable, any accumulated depreciation and impairment losses.

Plant and equipment

Plant and equipment are measured on the cost basis.

The carrying amount of plant and equipment is reviewed annually by directors to ensure
it is not in excess of the recoverable amount from these assets. The recoverable amount is
assessed on the basis of the expected net cash flows that will be received from the asset’s
employment and subsequent disposal. The expected net cash flows have been discounted
to their present values in determining recoverable amounts.

The cost of fixed assets constructed within the consolidated Group includes the cost
of materials, direct labour, borrowing costs and an appropriate proportion of fixed and
variable overheads.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future economic benefits associated
with the item will flow to the Group and the cost of the item can be measured reliably. All
other repairs and maintenance are charged to the statement of comprehensive income
during the financial period in which they are incurred.

Depreciation

The depreciable amount of all fixed assets including buildings and capitalised lease assets,
but excluding freehold land, is depreciated on a straight-line basis over the asset’s useful
life to the consolidated Group commencing from the time the asset is held ready for use.
Leasehold improvements are depreciated over the shorter of either the unexpired period of
the lease or the estimated useful lives of the improvements.

The depreciation rates used for each class of depreciable assets are:

Class of Fixed Asset Depreciation Rate

Equipment 15-50% Diminishing Value

The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at
reporting date.

60 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(g) Property, Plant and Equipment (continued)

An asset’s carrying amount is written down immediately to its recoverable amount if the
asset’s carrying amount is greater than its estimated recoverable amount.

Gains and losses on disposals are determined by comparing proceeds with the carrying
amount. These gains and losses are included in the statement of comprehensive income.
When revalued assets are sold, amounts included in the revaluation reserve relating to that
asset are transferred to retained earnings.

(h) Exploration and Evaluation Expenditure

Exploration and evaluation expenditure incurred is accumulated in respect of each


identifiable area of interest.

An area of interest refers to an individual geological area where the presence of oil or a
natural gas field is considered favourable or has been proved to exist, and in most cases
will comprise an individual prospective oil or gas field.

Exploration and evaluation expenditure is recognised in relation to an area of interest when


the rights to tenure of the area of interest are current and either:

(i) such expenditure is expected to be recovered through successful development and


commercial exploitation of the area of interest, or alternatively, by its sale; or

(ii) the exploration activities in the area of interest have not yet reached a stage which
permits reasonable assessment of the existence of economically recoverable reserves
and active and significant operations in, or in relation to, the area of interest are
continuing.

The carrying amounts of the Group exploration and evaluation assets are reviewed at each
reporting date, in conjunction with the impairment review process referred to in note1(l), to
determine whether any of the following indicators of impairment exist:

(i) tenure over the licence area has expired during the period or will expire in the near
future, and is not expected to be renewed;

(ii) s ubstantive expenditure on further exploration for and evaluation of mineral resources
in the specific area is not budgeted or planned;

(iii) exploration for and evaluation of resources in the specific area has not led to the
discovery of commercially viable quantities of resources, and the Group has decided to
discontinue activities in the specific area; or

(iv) sufficient data exists to indicate that although a development is likely to proceed the
carrying amount of the exploration and evaluation asset is unlikely to be recovered in
full from successful development or from sale.

61 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(h) Exploration and Evaluation Expenditure (continued)

Where an indicator of impairment exists a formal estimate of the recoverable amount is


made, and any resultant impairment loss is recognised in the statement of comprehensive
income.

When a discovered oil or gas field enters the development phase the accumulated
exploration and evaluation expenditure is transferred to oil and gas assets – assets in
development.

(i) Oil and Gas Assets

Oil and gas assets are usually single oil or gas fields being developed for future production
or which are in the production phase. Where several individual oil or gas fields are to be
produced through common facilities the individual oil or gas fields and the associated
production facilities are managed and reported as a single oil and gas asset.

Assets in development

When the technical and commercial feasibility of an undeveloped oil or gas field has been
demonstrated the field enters its development phase. The costs of oil and gas assets in
the development phase are separately accounted for as tangible assets and include past
exploration and evaluation costs, development drilling and other subsurface expenditure,
surface plant and equipment and any associated land and buildings.

When commercial operation commences the accumulated costs are transferred to oil and
gas assets – producing assets.

Producing assets

The costs of oil and gas assets in production are separately accounted for as tangible assets
and include past exploration and evaluation costs, pre-production development costs
and the ongoing costs of continuing to develop reserves for production and to expand or
replace plant and equipment and any associated land and buildings.

Where commercial production in an area of interest has commenced, the associated costs
together with any forecast future capital expenditure necessary to develop proved and
probable reserves are amortised over the estimated economic life of the field, on a unit-of-
production basis. Cost are amortised only once production begins.

Changes in factors such as estimates of proved and probable reserves that affect unit-of-
production calculations do not give rise to prior year financial period adjustments and are
dealt with on a prospective basis.

Ongoing exploration and evaluation activities

Often the initial discovery and development of an oil or gas asset will lead to ongoing
exploration for and evaluation of, potential new oil or gas fields in the vicinity with the
intention of producing any near field discoveries using the infrastructure in place.

62 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(i) Oil and Gas Assets (continued)

Exploration and evaluation expenditure associated with oil and gas assets is accounted for
in accordance with the policy in note 1(h). Exploration and evaluation expenditure amounts
capitalised in respect of oil and gas assets are separately disclosed in note 15.

(j) Leases

Lease payments for operating leases, where a significant portion of the risks and benefits
are not transferred to the group as lessee, are charged as expenses in the periods in which
they are incurred.

Lease incentives under these operating leases are recognised as a liability and amortised
on a straight-line basis over the life of the lease term.

(k) Financial Instruments

Recognition and Initial Measurement

Financial instruments, incorporating financial assets and financial liabilities, are recognised
when the entity becomes a party to the contractual provisions of the instrument. Trade date
accounting is adopted for financial assets that are delivered within timeframes established
by marketplace convention.

Financial instruments are initially measured at fair value plus transactions costs where the
instrument is not classified as at fair value through profit or loss. Transaction costs related
to instruments classified as at fair value through profit or loss are expensed to profit or loss
immediately. Financial instruments are classified and measured as set out below.

Classification and Subsequent Measurement

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an active market and are subsequently measured at
amortised cost using the effective interest rate method.

Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss are financial assets held for trading. A
financial asset is classified in this category if acquired principally for the purpose of selling
in the short term. Derivatives are classified as held for trading unless they are designated
as hedges. Assets in this category are classified as current assets. These assets are initially
recognised and subsequently measured at fair value.

Financial Liabilities

Non-derivative financial liabilities (excluding financial guarantees) are subsequently


measured at amortised cost using the effective interest rate method.

63 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(k) Financial Instruments (continued)

Fair value

Fair value is determined based on current bid prices for all quoted investments. Valuation
techniques are applied to determine the fair value for all unlisted securities, including recent
arm’s length transactions, reference to similar instruments and option pricing models.

Derecognition

Financial assets are derecognised where the contractual rights to receipt of cash flows
expires or the asset is transferred to another party whereby the entity is no longer has
any significant continuing involvement in the risks and benefits associated with the asset.
Financial liabilities are derecognised where the related obligations are either discharged,
cancelled or expire. The difference between the carrying value of the financial liability
extinguished or transferred to another party and the fair value of consideration paid,
including the transfer of non-cash assets or liabilities assumed, is recognised in the
statement of comprehensive income.

Impairment

At each reporting date, the Group assesses whether there is objective evidence that a
financial instrument has been impaired. Impairment losses are recognised in the statement
of comprehensive income.

(l) Impairment of Assets

At each reporting date, the Group reviews the carrying values of its tangible and intangible
assets to determine whether there is any indication that those assets have been impaired.
If such an indication exists, the recoverable amount of the asset, being the higher of the
asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying
value. Any excess of the asset’s carrying value over its recoverable amount is expensed to
the statement of comprehensive income.

For oil and gas assets the estimated future cash flows are based on estimates of
hydrocarbon reserves, future production profiles, commodity prices, operating costs and
any future development costs necessary to produce the reserves. Estimates of future
commodity prices are based on forward market prices or season market trend where
available.

Impairment testing is performed annually for goodwill and intangible assets with indefinite
lives.

Oil and gas assets and plant and equipment are assessed for impairment on a cash-
generating unit (“CGU”) basis. A CGU is the smallest grouping of assets that generates
independent cash flows, and generally represents an individual oil or gas field. Impairment
losses recognised in respect of cash-generating units are allocated to reduce the carrying
amount of the assets in the unit on a pro-rata basis.

Exploration and evaluation assets are assessed for impairment in accordance with
note 1(h).

64 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(m) Intangibles Assets - Goodwill

Goodwill is initially recorded at the amount by which the purchase price for a business
combination exceeds the fair value attributed to the interest in the net fair value of
identifiable assets, liabilities and contingent liabilities at date of acquisition. Goodwill
on acquisitions of subsidiaries is included in intangible assets. Goodwill on acquisition
of associates is included in investments in associates. Goodwill is tested annually for
impairment and carried at cost less accumulated impairment losses. Gains and losses on
the disposal of an entity include the carrying amount of goodwill relating to the entity sold.

(n) Foreign Currency Translation

Functional and presentation currency

Items included in the financial statements of each of the Group’s entities are measured
using the currency of the primary economic environment in which the entity operates (‘the
functional currency’). The consolidated financial statements are presented in Australian
dollars, which is Buccaneer Energy Limited’s functional and presentation currency. The
functional currency of the subsidiaries is US dollars.

Transactions and balances

Foreign currency transactions are translated into functional currency using the exchange
rates prevailing at the date of the transaction. Foreign currency monetary items are
translated at the year-end exchange rate. Non-monetary items measured at historical cost
continue to be carried at the exchange rate at the date of the transaction. Non-monetary
items measured at fair value are reported at the exchange rate at the date when fair values
were determined.

Exchange differences arising on the translation of monetary items are recognised in the
statement of comprehensive income, except where deferred in equity as a qualifying cash
flow or net investment hedge.

Exchange differences arising on the translation of non-monetary items are recognised


directly in equity to the extent that the gain or loss is directly recognised in equity,
otherwise the exchange difference is recognised in the statement of comprehensive
income.

Group companies

The financial results and position of foreign operations whose functional currency is
different from the Group’s presentation currency are translated as follows:

• assets and liabilities for each statement of financial position are translated at year-end
exchange rates prevailing at that reporting date;

• income and expenses for each statement of comprehensive income are translated at
average exchange rates for the period; and

• retained earnings are translated at the exchange rates prevailing at the date of the
transaction.

65 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(n) Foreign Currency Translation (continued)

Exchange differences arising on translation of foreign operations are recognised in other


comprehensive income. When a foreign operation is sold or any borrowing forming part
of the net investment are repaid, a proportionate share of such exchange differences is
reclassified to profit or loss, as part of the gain or loss on sale where applicable.

(o) Provisions

Provisions are recognised when the Group has a legal or constructive obligation, as a result
of past events, for which it is probable that an outflow of economic benefits will result and
that outflow can be reliably measured.

Restoration

Provisions for future environmental restoration are recognised where there is a present
obligation as a result of exploration, development, production, transportation or storage
activities having been undertaken, and it is probable that an outflow of economic benefits
will be required to settle the obligation. The estimated future obligations include the costs of
removing facilities, abandoning wells and restoring the affected areas.

The provision for future restoration costs is the best estimate of the present value of the
future expenditure required to settle the restoration obligation at the reporting date, based
on current legal requirements. Future restoration costs are reviewed annually and any
changes in the estimate are reflected in the present value of the restoration provision at the
statement of financial position, with a corresponding change in the cost of the associated
asset.

The amount of the provision for future restoration costs relating to exploration,
development and production facilities is capitalised and depleted as a component of the
cost of those activities.

The unwinding of the effect of discounting on the provision is recognised as a finance cost.

(p) Equity-settled Compensation

The Group operates equity-settled share-based payment employee share and option
schemes. The fair value of the equity to which employees become entitled is measured at
grant date and recognised as an expense over the vesting period, with a corresponding
increase to an equity account. The fair value of options is ascertained using a Black–Scholes
pricing model which incorporates all market vesting conditions. The number of shares
and options expected to vest is reviewed and adjusted at each reporting date such that
the amount recognised for services received as consideration for the equity instruments
granted shall be based on the number of equity instruments that eventually vest.

(q) Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, deposits held at call with banks, other
short-term highly liquid investments with original maturities of three months or less,
and bank overdrafts. Bank overdrafts are shown within short-term borrowings in current
liabilities on the statement of financial position.

66 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(r) Revenue and Other Income

Revenue is measured at the fair value of the consideration received or receivable. Any
consideration deferred is treated as the provision of finance and is discounted at a rate of
interest that is generally accepted in the market for similar arrangements. The difference
between the amount initially recognised and the amount ultimately received is interest
revenue.

Sales revenue is recognised on the basis of the Group’s interest in a producing field, when
the physical product and associated risk and rewards of ownership pass to the purchaser,
being when the gas enters the pipeline.

Interest revenue is recognised using the effective interest rate method, which, for floating
rate financial assets, is the rate inherent in the instrument.

Dividends are recognised as revenue when the right to receive payment is established. This
applies even if they are paid out of pre-acquisition profits. However the investment may
need to be tested for impairment, refer note 1(l).

All revenue is stated net of the amount of goods and services tax (GST).

(s) Borrowing Costs

Borrowing costs directly attributable to the acquisition, construction or production of assets


that necessarily take a substantial period of time to prepare for their intended use or sale,
are added to the cost of those assets, until such time as the assets are substantially ready
for their intended use or sale.

All other borrowing costs are recognised in income in the period in which they are incurred.

(t) Goods and Services Tax (GST)

Revenues, expenses and assets are recognised net of the amount of GST, except where
the amount of GST incurred is not recoverable from the Australian Tax Office. In these
circumstances the GST is recognised as part of the cost of acquisition of the asset or as part
of an item of the expense. Receivables and payables in the statement of financial position
are shown inclusive of GST.

Cash flows are presented in the statement of cash flows on a gross basis, except for the
GST component of investing and financing activities, which are disclosed as operating cash
flows.

(u) Interest-bearing Borrowings

Interest-bearing borrowings are recognised initially at fair value, net of transaction costs
incurred. Subsequent to initial recognition, interest-bearing borrowings are stated at
amortised cost with any difference between cost and redemption value being recognised in
the statement of comprehensive income over the period of the borrowings on an effective
interest basis.

67 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(v) Comparatives

When required by accounting standards, comparatives figures have been adjusted to


conform to changes in presentation of the current financial year.

(w) Earnings per share

Basic earnings per share:

Basic earnings per share is determined by dividing the operating profit/ (loss) after income
tax by the weighted average number of ordinary shares outstanding during the financial
year.

Diluted earnings per share:

Diluted earnings per share adjusts the figures used in determining earnings per share by
taking into account amounts unpaid on ordinary shares and any reduction in earnings per
share that will probably arise from the exercise of options outstanding during the financial
year.

(x) Trade and Other Payables

Trade and other payables are recognised when the related goods or service are received,
at the amount of cash or cash equivalent that will be required to discharge the obligation,
gross of any settlement discount.

(y) Significant Accounting Judgements, Estimates and Assumptions

The carrying amounts of certain assets and liabilities are often determined based on
management’s judgement regarding estimates and assumptions of future events. The
reasonableness of estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the period in which the estimate
is revised if the revision affects only that period or in the period of the revision and
future periods if the revision affects both current and future periods. The key judgements,
estimates and assumptions that have a significant risk of causing a material adjustment to
the carrying amount of certain assets and liabilities within the next annual reporting period
are:

Estimates of reserve quantities

The estimated quantities of proven and probable hydrocarbon reserves reported by


the Group are integral to the calculation of depletion and depreciation expense and to
assessments of possible impairment of assets. Estimated reserve quantities are based upon
interpretations of geological and geophysical models and assessments of the technical
feasibility and commercial viability of producing the reserves. These assessments require
assumptions to be made regarding future development and production costs, commodity
prices, exchange rates and fiscal regimes. The estimates of reserves may change from
period to period as the economic assumptions used to estimate the reserves can change
from period to period, and as additional geological data is generated during the course of
operations.

68 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(y) Significant Accounting Judgements, Estimates and Assumptions (continued)

Exploration and evaluation

The Group policy for exploration and evaluation expenditure is discussed in note 1(h). The
application of this policy requires management to make certain estimates and assumptions
as to future events and circumstances, particularly in relation to the assessment of whether
economic quantities of reserves have been found. Any such estimates and assumptions
may change as new information becomes available. If, after having capitalised exploration
and evaluation expenditure, management concludes that the capitalised expenditure is
unlikely to be recovered by future exploitation or sale, then the relevant capitalised amount
will be written off to the statement of comprehensive income.

The carrying amount of exploration and evaluation assets is disclosed in note 14.

Provision for restoration

The Group estimates the future removal and restoration costs of oil and gas production
facilities, wells, pipelines and related assets at the time of installation of the assets. In most
instances the removal of these assets will occur many years in the future. The estimate of
future removal costs therefore requires management to make judgements regarding the
removal date, future environmental legislation, the extent of restoration activities required
and future removal technologies. In determining the restoration obligation, the Group has
assured no significant changes will occur in the relevant Federal and State legislation to
such restoration in the future.

The carrying amount of the provision for restoration is disclosed in note 23.

Impairment of oil and gas assets, exploration and evaluation costs

The Group assesses whether the assets are impaired on a semi-annual basis. This requires
an estimation of the recoverable amount of the cash-generating unit to which the depletion
expense calculation assets belong.

(z) Contributed Equity

Ordinary shares are classified as equity. Incremental costs directly attributable to the
issue of new shares or options are shown in equity as a deduction, net of tax, from the
proceeds. Incremental costs directly attributable to the issue of new shares or options for
the acquisition of a business are not included in the cost of the acquisition as part of the
purchase consideration.

If the entity reacquires its own equity instruments, for example as the result of a share buy-
back, those instruments are deducted from equity and the associated shares are cancelled.
No gain or loss is recognised in the profit or loss and the consideration paid including any
directly attributable incremental costs (net of income taxes) is recognised directly in equity.

69 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(aa) Trade receivables

Trade receivables are recognised initially at fair value. Trade receivables are generally due
for settlement within 30 days.

Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known
to be uncollectible are written off by reducing the carrying amount directly. An allowance
account (provision for impairment of trade receivables) is used when there is objective
evidence that the Group will not be able to collect all amounts due according to the original
terms of the receivables. Significant financial difficulties of the debtor, probability that
the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in
payments (more than 30 days overdue) are considered indicators that the trade receivable
is impaired. The amount of the impairment allowance is the difference between the asset’s
carrying amount and the present value of estimated future cash flows, discounted at
the original effective interest rate. Cash flows relating to short-term receivables are not
discounted if the effect of discounting is immaterial.

The amount of the impairment loss is recognised in the statement of comprehensive


income. When a trade receivable for which an impairment allowance had been recognised
becomes uncollectible in a subsequent period, it is written off against the allowance
account. Subsequent recoveries of amounts previously written off are credited against the
statement of comprehensive income.

(ab) Employee benefits

(i) Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits, annual leave and
accumulating sick leave expected to be settled within 12 months of the reporting date are
recognised in other payables in respect of employees’ services up to the reporting date and
are measured at the amounts expected to be paid when the liabilities are settled.

(ii) Bonus plans

The Group recognises a liability and an expense for bonuses. The Directors base these
bonuses on the recommendation from the full board which sets the appropriate targets
and key performance indicators to link the bonus plans and the level of payment if targets
are met, the maximum amount payable and the minimum levels of performance that
will trigger the payment of these incentives. The Group recognises a provision where
contractually obliged or where there is a past practice that has created a constructive
obligation.

(iii) Termination benefits

Termination benefits are payable when employment is terminated before the normal
retirement date, or when an employee accepts voluntary redundancy in exchange for these
benefits. The Group recognises termination benefits when it is demonstrably committed
to either terminating the employment of current employees according to a detailed formal
plan without possibility of withdrawal or providing termination benefits as a result of an
offer made to encourage voluntary redundancy. Benefits falling due more than 12 months
after reporting date are discounted to present value.

70 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(ac) Inventories

Inventories are measured at the lower of cost and net realisable value.

(ad) Adoption of new and revised Accounting Standards

During the current year the Group adopted all of the new and revised Australian Accounting
Standards and Interpretations applicable to its operations which became mandatory.

The adoption of these standards has impacted the recognition, measurement and
disclosure of certain transactions. The following is an explanation of the impact the
adoption of these standards and interpretations has had on the financial statements of
Buccaneer Energy Limited.

AASB 8: Operating Segments

In February 2007 the Australian Accounting Standards Board issued AASB 8 which replaced
AASB 114: Segment Reporting. As a result, some of the required operating segment
disclosures have changed with the addition of a possible impact on the impairment testing
of goodwill allocated to the cash generating units (CGUs) of the entity. Below is an overview
of the key changes and the impact on the Group’s financial statements.

Measurement impact

Identification and measurement of segments — AASB 8 requires the ‘management


approach’ to the identification measurement and disclosure of operating segments.
The ‘management approach’ requires that operating segments be identified on the
basis of internal reports that are regularly reviewed by the entity’s chief operating decision
maker, for the purpose of allocating resources and assessing performance. This could
also include the identification of operating segments which sell primarily or exclusively
to other internal operating segments. Under AASB 114, segments were identified by
business and geographical areas, and only segments deriving revenue from external
sources were considered.

Under AASB 8, operating segments are determined based on management reports using
the ‘management approach’, whereas under AASB 114 financial results of such segments
were recognised and measured in accordance with Australian Accounting Standards. This
has resulted in changes to the presentation of segment results, with inter-segment sales
and expenses such as depreciation and impairment now being reported for each segment
rather than in aggregate for total group operations, as this is how they are reviewed by the
chief operating decision maker.

71 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(ad) Adoption of new and revised Accounting Standards (continued)

Impairment testing of the segment’s goodwill

AASB 136: Impairment of Assets, paragraph 80 requires that goodwill acquired in a


business combination shall be allocated to each of the acquirer’s CGUs, or group of CGUs
that are expected to benefit from the synergies of the combination. Each cash generating
unit (CGU) which the goodwill is allocated to must represent the lowest level within the
entity at which goodwill is monitored, however it cannot be larger than an operating
segment. Therefore, due to the changes in the identification of segments, there is a risk that
goodwill previously allocated to a CGU which was part of a larger segment could now be
allocated across multiple segments if a segment had to be split as a result of changes to
AASB 8.

Management have considered the requirements of AASB 136 and determined the
implementation of AASB 8 has not impacted the CGUs of each operating segment.

Disclosure impact

AASB 8 requires a number of additional quantitative and qualitative disclosures, not


previously required under AASB 114, where such information is utilised by the chief
operating decision maker. This information is now disclosed as part of the financial
statements.

AASB 101: Presentation of Financial Statements

In September 2007 the Australian Accounting Standards Board revised AASB 101 and as a
result, there have been changes to the presentation and disclosure of certain information
within the financial statements. Below is an overview of the key changes and the impact on
the Company’s financial statements.1

Disclosure impact

Terminology changes — The revised version of AASB 101 contains a number of terminology
changes, including the amendment of the names of the primary financial statements.

Reporting changes in equity — The revised AASB 101 requires all changes in equity arising
from transactions with owners, in their capacity as owners, to be presented separately from
non-owner changes in equity. Owner changes in equity are to be presented in the statement
of changes in equity, with non-owner changes in equity presented in the statement of
comprehensive income. The previous version of AASB 101 required that owner changes
in equity and other comprehensive income be presented in the statement of changes in
equity.

Statement of comprehensive income — The revised AASB 101 requires all income and
expenses to be presented in either one statement, the statement of comprehensive income,
or two statements, a separate income statement and a statement of comprehensive
income. The previous version of AASB 101 required only the presentation of a single income
statement.

72 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(ad) Adoption of new and revised Accounting Standards (continued)

The Group’s financial statements now contain a statement of comprehensive income.

Other comprehensive income — The revised version of AASB 101 introduces the concept
of ‘other comprehensive income’ which comprises of income and expenses that are not
recognised in profit or loss as required by other Australian Accounting Standards. Items
of other comprehensive income are to be disclosed in the statement of comprehensive
income. Entities are required to disclose the income tax relating to each component of
other comprehensive income. The previous version of AASB 101 did not contain an
equivalent concept.

(ae) New Accounting Standards for application in future periods

The AASB has issued new and amended accounting standards and interpretations that
have mandatory application dates for future reporting periods. The Group has decided
against early adoption of these standards. A discussion of those future requirements and
their impact on the Group follows:

• AASB 9: Financial Instruments and AASB 2009–11: Amendments to Australian Accounting


Standards arising from AASB 9 [AASB 1, 3, 4, 5, 7, 101, 102, 108, 112, 118, 121, 127, 128, 131,
132, 136, 139, 1023 & 1038 and Interpretations 10 & 12] (applicable for annual reporting
periods commencing on or after 1 January 2013).

These standards are applicable retrospectively and amend the classification and
measurement of financial assets. The Group has not yet determined the potential impact on
the financial statements.

The changes made to accounting requirements include:

• simplifying the classifications of financial assets into those carried at amortised cost
and those carried at fair value;

• simplifying the requirements for embedded derivatives;

• removing the tainting rules associated with held-to-maturity assets;

• removing the requirements to separate and fair value embedded derivatives for
financial assets carried at amortised cost;

• allowing an irrevocable election on initial recognition to present gains and losses on


investments in equity instruments that are not held for trading in other comprehensive
income. Dividends in respect of these investments that are a return on investment can
be recognised in profit or loss and there is no impairment or recycling on disposal of
the instrument; and

• reclassifying financial assets where there is a change in an entity’s business model as


they are initially classified based on:

a. the objective of the entity’s business model for managing the financial assets; and

b. the characteristics of the contractual cash flows.

73 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(ae) New Accounting Standards for application in future periods (continued)

• AASB 124: Related Party Disclosures (applicable for annual reporting periods commencing
on or after 1 January 2011).

This standard removes the requirement for government related entities to disclose details
of all transactions with the government and other government related entities and clarifies
the definition of a related party to remove inconsistencies and simplify the structure of the
standard. No changes are expected to materially affect the Group.

• AASB 2009–4: Amendments to Australian Accounting Standards arising from the Annual
Improvements Project [AASB 2 and AASB 138 and AASB Interpretations 9 & 16] (applicable
for annual reporting periods commencing from 1 July 2009) and AASB 2009-5: Further
Amendments to Australian Accounting Standards arising from the Annual Improvements
Project [AASB 5, 8, 101, 107, 117, 118, 136 & 139] (applicable for annual reporting periods
commencing from 1 January 2010).

These standards detail numerous non-urgent but necessary changes to accounting


standards arising from the IASB’s annual improvements project. No changes are expected
to materially affect the Group.

• AASB 2009–8: Amendments to Australian Accounting Standards — Group Cash-settled


Share-based Payment Transactions [AASB 2] (applicable for annual reporting periods
commencing on or after 1 January 2010).

These amendments clarify the accounting for group cash-settled share-based payment
transactions in the separate or individual financial statements of the entity receiving the
goods or services when the entity has no obligation to settle the share-based payment
transaction. The amendments incorporate the requirements previously included in
Interpretation 8 and Interpretation 11 and as a consequence, these two Interpretations are
superseded by the amendments. These amendments are not expected to impact the Group.

• AASB 2009–9: Amendments to Australian Accounting Standards — Additional Exemptions


for First-time Adopters [AASB 1] (applicable for annual reporting periods commencing on
or after 1 January 2010).

These amendments specify requirements for entities using the full cost method in place
of the retrospective application of Australian Accounting Standards for oil and gas assets,
and exempt entities with existing leasing contracts from reassessing the classification of
those contracts in accordance with Interpretation 4 when the application of their previous
accounting policies would have given the same outcome. These amendments are not
expected to impact the Group.

• AASB 2009–10: Amendments to Australian Accounting Standards — Classification of


Rights Issues [AASB 132] (applicable for annual reporting periods commencing on or after
1 February 2010).

74 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

1. STATEMENT OF ACCOUNTING POLICIES (continued)

(ad) New Accounting Standards for application in future periods (continued)

These amendments clarify that rights, options or warrants to acquire a fixed number of an
entity’s own equity instruments for a fixed amount in any currency are equity instruments if
the entity offers the rights, options or warrants pro-rata to all existing owners of the same
class of its own non-derivative equity instruments. These amendments are not expected to
impact the Group.

• AASB 2009–12: Amendments to Australian Accounting Standards [AASBs 5, 8, 108, 110,


112, 119, 133, 137, 139, 1023 & 1031 and Interpretations 2, 4, 16, 1039 & 1052] (applicable for
annual reporting periods commencing on or after 1 January 2011).

This standard makes a number of editorial amendments to a range of Australian Accounting


Standards and Interpretations, including amendments to reflect changes made to the text of
International Financial Reporting Standards by the IASB. The standard also amends AASB
8 to require entities to exercise judgment in assessing whether a government and entities
known to be under the control of that government are considered a single customer for the
purposes of certain operating segment disclosures. These amendments are not expected to
impact the Group.

• AASB 2009–13: Amendments to Australian Accounting Standards arising from


Interpretation 19 [AASB 1] (applicable for annual reporting periods commencing on or
after 1 July 2010).

This standard makes amendments to AASB 1 arising from the issue of Interpretation 19.
The amendments allow a first-time adopter to apply the transitional provisions in
Interpretation 19. This standard is not expected to impact the Group.

• AASB 2009–14: Amendments to Australian Interpretation — Prepayments of a Minimum


Funding Requirement [AASB Interpretation 14] (applicable for annual reporting periods
commencing on or after 1 January 2011).

This standard amends Interpretation 14 to address unintended consequences that can arise
from the previous accounting requirements when an entity prepays future contributions
into a defined benefit pension plan.

• AASB Interpretation 19: Extinguishing Financial Liabilities with Equity Instruments


(applicable for annual reporting periods commencing on or after 1 July 2010).

This Interpretation deals with how a debtor would account for the extinguishment of a
liability through the issue of equity instruments. The Interpretation states that the issue
of equity should be treated as the consideration paid to extinguish the liability, and the
equity instruments issued should be recognised at their fair value unless fair value cannot
be measured reliably in which case they shall be measured at the fair value of the liability
extinguished. The Interpretation deals with situations where either partial or full settlement
of the liability has occurred. This Interpretation is not expected to impact the Group.

The Group does not anticipate the early adoption of any of the above Australian
Accounting Standards.

75 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

2. PARENT INFORMATION
The following information has been extracted from the books and records of the parent and has
been prepared in accordance with the accounting standards.

Consolidated group
2010 2009
$ $
Statement of financial position
Assets
Current assets 2,981,545 116,696
Total assets 25,210,574 13,307,971
Liabilities
Current liabilities 2,809,669 197,730
Total liabilities 2,809,669 217,075
Equity
Issued capital 36,935,026 21,954,271
Reverse 663,772 250,931
Accumulated losses (15,197,893) (9,114,306)
Total equity 22,400,905 13,090,896
Statement of comprehensive income
Total loss (6,127,497) (9,582,620)
Total comprehensive income (6,127,497) (9,582,620)

The parent entity has not provided any guarantees in relation to the debts of its subsidiaries.

The parent entity has no contingent liabilities.

There are no contractual commitments by the parent entity for the acquisition of property, plant
or equipment as 30 June 2010.

76 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
$ $

3. REVENUE AND OTHER INCOME


Revenue and other income from operating activities
Revenue from continuing operations
- Production revenue 3,605,503 9,142,945
Other income
- Interest received - other person 46,819 71,004
- Gain on sale of fixed assets 8,813 -
- Foreign exchange gain - 3,567,531
- Other Income 241,433 -
Total revenue and other revenue 3,902,568 12,781,480

4. Expenses

Loss from continuing operations has been determined after:


Expenses
Depreciation of plant and equipment:
- Plant and equipment 58,601 39,650
Interest paid - external 1,951,094 951,910
Foreign currency translation losses 511,520 -
Rental expense on operating leases 322,398 278,824
Exploration and evaluation expenditure written off 36,294 687,970
Depletion expense 3,492,444 7,518,480
Lease operating expenses 813,363 -
Development repairs and maintenance 864,204 -
Impairment/(reversal) expense:
- Oil and Gas assets (4,505,171) 10,706,989

77 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
$ $

5. INCOME TAX

(a) Income tax benefit


Recognised in the statement of comprehensive income
Deferred income tax expense:
Origination and reversal of temporary differences - 797,318
Under/over from prior year - 599,647
Income tax expense reported in the statement of
- 1,396,965
comprehensive income

(b) Numerical reconciliation between tax benefit recognised in the statement of comprehensive income
and pre-tax net loss.

A reconciliation between tax expense and the product of accounting profit before income tax multiplied
by the applicable income tax rate is as follows:
Loss before tax (4,391,471) (11,989,975)
Prima facie income tax at 30% (1,317,441) (3,596,993)
Tax effect of amounts which are deducted/(added) in calculating
taxable income:
Non deductable items 19,813 883
Fair value derivative financial instrument 69,302 -
Impairment provision 1,351,551 (2,457,327)
Under/over from prior year - 599,647
Difference in overseas tax rates - (100,875)
Share based payments - 76,172
Foreign exchange (1,070,259) 171,825
Other 1,162,032 547,218
Movement in deferred tax assets not recognised in the financial
(214,998) 6,156,415
statement
Income tax benefit on pre tax net loss - 1,396,965

(c) Deferred tax assets and liabilities

The director estimate that the potential net deferred tax asset in respect of tax losses and timing
differences not brought to accounts are:
Tax losses 3,581,404 3,074,461
Capital losses 171,825 171,825
Net Timing differences 6,531,514 4,550,353
10,284,743 7,796,639

The Deferred tax asset not brought to account for 2010 year will only be obtained if:

•T
 he Group derives future assessable income of a nature and of an amount sufficient to enable
the benefits to be realised;

•T
 he Group continues to comply with the conditions of deductibility imposed by tax legislation;
and the Group are able to meet the continuity of ownership and/or continuity of business test.

78 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
$ $
6. Earnings per share

(1.33) (8.94)
(1.33) (8.94)
(4,391,471) (13,386,940)
329,672,300 149,773,399

7. REMUNERATION OF AUDITORS

Amount received or due and receivable by the auditors for:


General advice 3,500 1,500
Tax advice 22,835 43,192
Auditing and reviewing accounts 184,151 167,298
210,486 211,990

8. DIVIDENDS
No dividends were declared during or since the end of the financial year ended 30 June 2010
(2009: Nil). The franking credits available for subsequent financial years based on a tax rate of
30% (2009: 30%):

Franking credits 1,292 1,292

9. CASH AND CASH EQUIVALENTS

Cash is shown in the statement of financial position as:


Cash at Bank 4,966,376 216,884
Cash - other - 2,771,583
4,966,376 2,988,467

Bank balances earn interest at floating rates based upon market rates.

The amount designated “Cash – Other” is restricted cash held on deposit with Macquarie Bank
Limited in controlled accounts under a Deposit Control Agreement as additional collateral
against loans outstanding to Macquarie Bank Limited as at 30 June 2009. These amounts could
be accessed by the Company on approval by Macquarie Bank Limited.

During the 2010 financial year the Deposit Control Agreement had been terminated and all cash
held in those accounts was used to repay debt and/or returned to accounts controlled directly
by the Company.

The Group’s exposure to interest rate risk is referred to in Note 33.

79 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
$ $

10. TRADE AND OTHER RECEIVABLES

Current receivable
Trade receivables 615,031 500,564
Receivable due from other entity 316,687 -
Other receivables 283,495 18,306
1,215,213 518,870

Non-current receivable
Receivable due from other entity 25,988 -

There were no impaired trade or other receivables for the 2010 year (2009: Nil), the above assets
are not subject to interest and the full amounts are expected to be received in the ordinary
course of business and usually within 60 days.

Information about the Group’s exposure to foreign exchange risk and interest rate risk in
relation to trade and other receivable is provided in Note 33.

The ageing of these receivable is as follows:

Past due and Past due but not Within initial


Gross amount Impaired impaired trade terms
2010
Trade receivable 615,031 - - 615,031
Other receivable 283,495 - 283,495 -
Total 898,526 - 283,495 615,031

2009
Trade receivable 500,564 - - 500,564
Other receivable 18,306 - - 18,306
Total 518,870 - - 518,870

Consolidated group
2010 2009
$ $

11. INVENTORY

Material and supplies at cost 248,517 -

12. OTHER CURRENT ASSETS

Prepayments 256,273 24,225

80 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
$ $

13. NON-CURRENT ASSETS - PROPERTY, PLANT & EQUIPMENT

Property, plant & equipment at cost 163,206 158,528


Accumulated depreciation (55,997) (47,204)
Total property, plant and equipment 107,209 111,324

Equipment
Carrying amount at beginning of year 68,543 21,122
Additions 43,707 66,639
Exchange differences (1,761) (1,226)
Disposal/Written off (9,108) -
Depreciation (28,270) (17,992)
Carrying amount at end of year 73,111 68,543

Furniture & Fixtures


Carrying amount at beginning of year 22,057 -
Additions 28,088 29,157
Exchange differences (611) (593)
Disposal/Written off (6,788) -
Depreciation (9,973) (6,507)
Carrying amount at end of year 32,773 22,057

Leasehold Improvement
Carrying amount at beginning of year 20,724 -
Additions 1,431 37,256
Exchange differences (472) (1,380)
Depreciation (20,358) (15,152)
Carrying amount at end of year 1,325 20,724

81 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

14. EXPLORATION AND EVALUATION ASSETS

Consolidated group
Sub-surface Plant and
assets Equipment Total
$ $ $
Balance at 30 June 2010 9,381,705 - 9,381,705
Reconciliation of movements
Balance at 1 July 2009 6,765,466 - 6,765,466
Transfer to oil and gas assets (517,769) - (517,769)
Exploration and evaluation expenditure 3,417,387 - 3,417,387
Exchange differences (247,085) - (247,085)
Exploration and evaluation expenditure written off (36,294) - (36,294)

Balance at 30 June 2010 9,381,705 - 9,381,705

Balance at 30 June 2009 6,765,466 - 6,765,466

Reconciliation of movements
Balance at 1 July 2008 1,505,750 - 1,505,750
Exploration and evaluation expenditure 5,777,464 - 5,777,464
Exchange differences 170,222 - 170,222
Exploration and evaluation expenditure written off (687,970) - (687,970)

Balance at 30 June 2009 6,765,466 - 6,765,466

82 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

15. OIL AND GAS ASSETS

Consolidated group
Sub-surface Plant and
assets Equipment Total
$ $ $
Balance at 30 June 2010 7,981,136 2,340,204 10,321,340
Reconciliation of movements
Balance at 1 July 2009 2,114,119 3,911,539 6,025,658
Transfer from exploration and evaluation assets 517,769 - 517,769
Additions 3,052,934 4,097 3,057,031
Depletion expense (2,059,771) (1,432,673) (3,492,444)
Reversal of impairment 4,505,171 - 4,505,171
Exchange differences (149,086) (142,759) (291,845)
Balance at 30 June 2010 7,981,136 2,340,204 10,321,340

Balance at 30 June 2009 2,114,119 3,911,539 6,025,658

Reconciliation of movements
Balance at 1 July 2008 13,118,288 3,910,239 17,028,527
Additions 5,429,068 350,990 5,780,058
Depletion expense (6,866,593) (651,887) (7,518,480)
Impairment expense (10,385,310) (321,679) (10,706,989)
Exchange differences 818,666 623,876 1,442,542
Balance at 30 June 2009 2,114,119 3,911,539 6,025,658

Macquarie Bank Limited held a lien over the Group’s interest in the Pompano Project as
collateral for its outstanding borrowings to the Group, the outstanding amount under this
borrowing facility was repaid on 29 September 2009.

The Directors conduct a regular review to determine the fair value of the oil and gas assets
at each reporting date. Referring to the Group’s accounting policies as detailed in Note 1(l),
impairment expense or reversal of any prior impairment expenses is recorded in the statement
of comprehensive income.

83 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
$ $
16. INTANGIBLES ASSETS

Goodwill 407,157 407,157

The Directors have determined that the goodwill on consolidation has not been impaired as
of 30 June 2010 (2009: Nil). The goodwill is related to the Group’s cash generating units (CGU)
Pompano and Lee County. The recoverable amount of these CGU is determined based on value-
in-use calculations which are based on budgets. These calculations use cash flow projections
based on current sustainable earning and financial budgets approved by Directors. Cash flows
indicate that the carrying amounts are substantially recoverable and that there is
no impairment.
The following assumptions were used in the value-in-use calculations:

Utilisation rate Debt interest rate


Gas production 98.0% 10.0%
Oil production 98.0% 10.0%

Management has based the value-in-use calculations on budgets and using historical weighted
average growth rates to project revenue. Costs are calculated taking into account historical
gross margins as well as estimated weighted average inflation rates over the period which
are consistent with inflation rates applicable to the locations in which the segments operate.
Discount rates are pre-tax and are adjusted to incorporate risks associated with in this industry.

Consolidated group
2010 2009
$ $

17. OTHER FINANCIAL ASSETS


Investment other entity 80,283 -

The Directors have determined that the investment in the unlisted entity has not been impaired
as of 30 June 2010 (2009: Nil), and is currently held at cost value.

18. CONTROLLED ENTITIES


Country of
incorporation Percentage owned
2010 2009
Parent entity: Buccaneer Energy Limited Australia - -
Controlled entities: Buccaneer Resources LLC USA 100% 100%
Buccaneer Alaska LLC USA 100% -

The parent entity established Buccaneers Alaska LLC on 26 March 2010.

19. OTHER NON-CURRENT ASSETS

Consolidated group
2010 2009
Note $ $
Rental bond 5,866 47,275

84 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

Consolidated group
2010 2009
Note $ $
20. TRADE AND OTHER PAYABLES

Trade creditors 461,222 180,739


Deferred purchase consideration (a) 1,759,943 -
Sundry creditors and accruals 309,437 294,506
2,530,602 475,245

(a) Amount payable to the vendors of Stellar Oil & Gas, LLC on the acquisition of Cook Inlet
leases in Alaska, USA. This was settled on 19 July 2010 by the issue of 20,148,650 fully paid
ordinary shares, as approved at the Extraordinary General Meeting held on 7 July 2010.

The above amounts all relate to normal unsecured creditors incurred in the normal course of
the Group’s business operations and are within the credit terms of each relevant supplier or
service provider.

21. DERIVATIVES FINANCIAL INSTRUMENTS

At fair value:
Gas price swap contract 225,847 -

Current liabilities 196,186 -


Non-current liabilities 29,661 -
Total liabilities 225,847 -

22. INTEREST- BEARING LOANS AND BORROWINGS

Bank Loan – unsecured (a) 1,000,000 6,140,846


Convertible note (b) 827,360 -
Borrowing cost capitalised (a) (220,817) (300,053)
1,606,543 5,840,793

Loan facilities 1,000,000 6,140,846


Amount utilised (1,000,000) (6,140,846)
Amount available - -

(a) Banking facilities

In 2008, the Group negotiated a US$50 million credit facility agreement with Macquarie Bank
Limited of which US$5 million had been drawn down. The entire amount drawn from this
facility was repaid on 29 September 2010. All associated borrowing costs incurred have been
recognised as expenses in the statement of comprehensive income.

During the financial year the Group negotiated an additional AUD$1.0 million loan facility with
Macquarie Bank Limited, the current facility has no financial or production covenants.

85 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

22. INTEREST- BEARING LOANS AND BORROWINGS (continued)

Borrowing costs capitalised consist of an advance fee payment of US$150,000 and the fair value
of options issued to Macquarie Bank Limited. The number of options issued was 15,443,077 in
the prior year and a further 28,571,428 during the year (refer note 24).

At reporting date the interest rate payable under the credit facility agreement is 10.0%
(2009: 9.5%).

The Macquarie Bank Limited held a lien over the Group’s interest in the Pompano Project as
collateral for the amount outstanding under this facility. The Group repaid this balance on
29 September 2009. The Bank maintained the lien over the Group’s Pompano project as
collateral as this facility remains available.

Details of the Group’s exposure to risk arising from borrowing are set out in Note 33.

(b) Convertible note

In February 2010, the Company executed a convertible loan facility with SpringTree Special
Opportunities Fund, LP. The amounts advanced to the Company are mutually agreed and
range from $800,000 to $2.0 million to a maximum of $25.5 million and has no financial or
production covenants.

Under the agreement the Group issued 7.5 million shares and issued 12 million unlisted options
as a fee payable on the provision of the convertible note agreement. Borrowing costs consist of
an advance fee payment of $637,500 (paid by the issue of 7.5 million shares) and the fair value
of 12 million options issued at fair value of $266,289 (refer note 24). All associated borrowing
costs incurred have been recognised as expenses in the statement of comprehensive income.
The agreement is not secured against the Company’s assets. A total of 12 million Buccaneer
shares have been issued as collateral. The collateral shares can be cancelled by the Company at
the end of the agreement, or alternatively the Company may receive a cash payment equal to
92.5% of the average of the last 5 daily trading prices prior to the payment date.

(c) Letter of Credit facility

The Company finalised a US$1.495 million Letter of Credit (“LOC”) with Macquarie Bank Limited
to satisfy its bonding obligations for the Pompano Production Facilities. The LOC will
be amortised over the next 18 months so that at the end of the period the LOC is cash covered.

Details of the Group’s exposure to risk arising from borrowing are set out in Note 33.

86 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

23. PROVISIONS

Consolidated group
2010 2009
Note $ $
Current liabilities
Lease incentive liability - 6,818
Non-current liabilities
Provision for rehabilitation/restoration (a) 3,288,206 2,937,322
Lease incentive liability - 19,345
3,288,206 2,956,667

Lease incentive Rehabilitation /


Lease incentive liability – non restoration – non
liability - current current current
Reconciliation provisions $ $ $
2010
Carrying amount at beginning of year 6,818 19,345 2,937,322
Interest expense - - 373,126
Additions - - 117,330
Movement in provision 3,436 (3,436) -
Expensed (10,254) (15,909) -
Exchange difference - - (139,572)
Carrying amount at end of year - - 3,288,206
2009
Carrying amount at beginning of year 6,820 27,280 2,198,715
Interest expense - - 309,703

Movement in provision 6,818 (6,818) -


Expensed (6,820) (1,117) -
Exchange difference - - 428,904
Carrying amount at end of year 6,818 19,345 2,937,322

(a) Rehabilitation/Restoration Provision

Provisions for future removal and restoration costs are recognised where there is a present
obligation as a result of exploration, development, production, transportation or storage
activities having been undertaken, and it is probable that an outflow of economic benefits will
be required to settle the obligation. The estimated future obligations on the Group’s Pompano
project has been assessed by an independent third party to include the costs of removing
facilities, abandoning wells and restoring the affected area. The above estimated provision is
the Group’s share of this project’s rehabilitation commitment.

87 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

24. ISSUED CAPITAL

Consolidated group
2010 2009
$ $
Ordinary fully paid shares 36,585,026 21,954,271

Listed options 350,000 -

36,935,026 21,954,271

2010 2010 2009 2009


$ Number $ Number
(a) Movement in issued capital
Ordinary shares
Opening balance 21,954,271 152,012,626 21,580,469 149,045,761
Share movement during year:
- 15 September 2009 (i) 5,320,442 - -
- 8 October 2009 (ii)
542,884 - -
- 14 October 2009 (ii)
792,610 - -
- 17 November 2009 (iii) 120,750 - -
- 19 November 2009 (ii) 419,463 - -
- 8 December 2009 (iv)
1,100,000 - -
- 16 December 2009 (iv) 1,630,000 - -
- 11 January 2010 (iv) 1,100,000 - -
- 25 January 2010 (iv) 790,000 - -
- 23 February 2010 (v) 637,500 - -
- 16 March 2010 (vi)
350,000 - -
- 29 March 2010 (vi) 750,000 - -
- 27 April 2010 (v)
- - -
- 4 May 2010 (vi)
800,000 - -
- 31 May 2010 (vi) 400,000 - -
- 8 June 2010 (vi)
800,000 - -
- 2 February 2009 (vii) - - 704,044 2,966,865
Share issue costs (922,894) - (330,242) -
At reporting date 36,585,026 449,071,926 21,954,271 152,012,626

Listed options
Opening balance - - - -
Share movement during year:
- 15 September 2009 (i) - 76,006,318 - -
- 17 November 2009 (iii) - 1,725,000 - -
- 26 November 2009 (viii) 350,000 100,000,000 - -
At reporting date 350,000 177,731,318 - -

88 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

24. ISSUED CAPITAL (continued)


(i) The Group issued a total of 152,012,619 fully paid ordinary shares via a non-renounceable
pro rata entitlement issue of one share for every one ordinary share at an issue price of
3.5 cents. Each two new shares subscribed has 1 new option with an exercise price of
$0.10 on or before 30 November 2012.

(ii) The Group issued a total of 28,571,428 fully paid ordinary shares on the exercise of
28,571,428 unlisted options at 3.5 cents by Macquarie Bank Limited.

(iii)  The Group issued 3,450,000 fully paid ordinary shares and 1,725,000 listed options
exercisable at 10 cents on or before 30 November 2012 as consideration for the acquisition
of 8.75% working interest in the Lee County project.

(iv)  On 1 December 2009, the Group announced the execution of a subscription agreement to
place 44.0 Million shares at 10.5 cents to raise $4,620,000 before cost.

(v) On 22 February 2010 the Group entered into a 25.5 million convertible note funding
agreement with SpringTree Special Opportunities Fund, LP. Under this agreement 12
million fully paid ordinary shares was issued for nil consideration as collateral, and a
further 7,500,000 fully paid ordinary shares as a fee payable for the provision of this
facility. Refer to Note 24(g) for further details.

(vi) During the financial year the Group issued a total 49,525,255 fully paid ordinary shares on
the conversion of $3,100,000 advanced to the Group under the convertible note agreement
detailed above. Refer to Note 24(g) for further details.

(vii)  On 2 February 2009 the Group issued 2,966,865 fully paid ordinary shares to Millennium
Explorer, LLC pursuant to the ‘Preferred Supplier Agreement’ which gives the Group the
first right to purchase any prospects Millennium indentifies within a three year period.

(viii) At the annual general meeting the Company obtained approval for the placement of
100,000,000 Options via a placement prospectus issued on the 16 November 2009 to raise
$350,000 before cost. Each option issued entitles the holder to one fully paid ordinary
share at an exercise price of 10 cents before 30 November 2012.

(b) Ordinary Shares


Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of
the company in proportion to the number of and amount paid on the shares held.

On a show of hands every holder of ordinary shares present at a meeting in person or by proxy,
is entitled to one vote, and upon a poll each share is entitled to one vote.

Ordinary shares have no par value and the Company does not have a limited amount of
authorised capital.

89 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

24. ISSUED CAPITAL (continued)

(c) Movement in issued share options during the year:


Reconciliation of unquoted options:

Date Details Exercise price Expiry date Number


1 July 2009 Opening balance 12 cents weighted average Various 16,043,077
28 Sep 2009 options lapsed 25 cents 30 Nov 2010 (600,000)
29 Sep 2009 options issued 3.5 cents 29 Sep 2010 24,600,000
8 Oct 2009 options exercised 3.5 cents 29 Sep 2010 (10,000,000)
14 Oct 2009 options exercised 3.5 cents 29 Sep 2010 (14,600,000)
17 Nov 2009 options issued 3.5 cents 29 Sep 2010 3,971,428
19 Nov 2009 options exercised 3.5 cents 29 Sep 2010 (3,971,428)
30 April 2010 options issued 13.25 cents 22 Feb 2013 12,000,000
30 June 2010 Closing balance 12 cents weighted average Various 27,443,077

Date Details Exercise price Expiry date Number


1 July 2008 Opening balance 25 cents weighted average Various 24,744,495
15 Aug 2008 options issued 40.59 cents 30 June 2012 9,033,332
2 Feb 2009 options cancelled 40.59 cents various (15,443,077)
2 Feb 2009 options issued 11 cents 2 Feb 2013 15,443,077
30 June 2009 options cancelled 19 cents 30 Nov 2010 (17,234,750)
30 June 2009 options lapsed 19 cents 30 Nov 2010 (500,000)
30 June 2009 Closing balance 12 cents weighted average Various 16,043,077

(d) Uncalled capital:

No calls are outstanding at year end. All issued shares are fully paid.

(e) Terms and conditions of unquoted options:

Each option entitles the holder to subscribe for one fully paid share in the Company at the
respective exercise price at any time from the date of issue until expiry of the options.

(f) Capital Management:

Directors control the capital of the Group in order to ensure that the Group can fund its
operations and continue as a going concern. Its capital includes ordinary share capital; share
options and reserves; and financial liabilities, supported by financial assets. The Group’s
strategy is unchanged from prior year.

90 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

24. ISSUED CAPITAL (continued)


The gearing ratios at 30 June 2010 and 30 June 2009 were as follows:

Consolidated group
2010 2009
$ $
Total borrowing 1,800,000 6,140,846
Less: cash and Cash equivalents (4,966,376) (2,988,467)
Net debt/(cash) (3,166,376) 3,152,379
Total Equity 19,364,729 7,608,919
Total capital 16,198,353 10,761,298
Gearing ratio N/A 29%

(g) Convertible note facility classified as equity:


In February 2010 the Company executed a convertible loan facility with New York based
investment fund SpringTree Special Opportunities Fund, LP (the “Fund”). The facility expires in
March 2011 unless cancelled prior to this date. The key terms of which are:

The facility amount of up to $25.5 million is to be made available to the Company in regular
tranches, each tranche amount is in the range from $800,000 - $2.0 million;

Interest 0% per annum;

The funding tranches are advanced to the Company monthly and repaid in shares each month;

Monthly conversion of draw downs into ordinary shares, at a price calculated using a formula
based on average closing price of the Company shares;

SpringTree was granted 12,000,000 unlisted options that are exercisable at $0.1325 and expire
on 22 February 2013;

The Group agreed to pay a fee for the provision of the facility, satisfied by an issue of 7.5 million
shares; and

The facility is not secured against the Company’s assets. A total of 12 million Buccaneer
shares have been issued as collateral to the facility. The collateral shares can be cancelled by
the Company at the end of the agreement, or alternatively the Company may receive a cash
payment equal to 92.5% of the average of the last 5 daily trading price prior to the payment
date.

At reporting date the Group had $800,000 advanced and outstanding under this facility, the
Company elected to repay half this amount plus the premium from current cash reserves and
the balance in shares on 2 August 2010, refer to Note 34.

91 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

25. RESERVES
Consolidated group
2010 2009
Note $ $

Share-based payments reserve (a) 663,772 250,931


Foreign currency translation reserve (b) 111,213 (598,563)
774,985 (347,632)
Movement
(a) Share-based payments reserve
Balance 1 July 250,931 2,438,247
Options issued 1,211,707 726,028
Options cancelled - (1,516,955)
Options expense transfer to accumulated losses (43,909) (1,396,389)
Options expense on exercise of options (754,957) -
Balance 30 June 663,772 250,931
(b) Foreign currency translation reserve
Balance 1 July (598,563) 135,733
Currency translation difference 709,776 (734,296)
Balance 30 June 111,213 (598,563)

Nature and purpose of reserve

(i) Share-based payments reserve.

The Share-based payment reserve is used to recognise:

The fair value of options issued to employees but not exercised.

The fair value of performance options issued to employees but not exercised.

The options granted to Macquarie bank but not exercised.

The fair value of option issued to acquire an 8.75% in Lee County project.

The fair value of option issued to SpringTree Special Opportunities Fund, LP to the
provision of the convertible note facility.

(ii) Foreign currency translation reserve.

Exchange differences arising on the translation of the foreign controlled entity are taken to the
foreign currency translation reserve, as described in Note 1(n). The reserve is recognised in
profit and loss when the net investment is disposed.

92 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

26. INTEREST IN JOINT VENTURES


The Group has the following material joint venture interests:

Cash-
generating Principal % Interest % Interest
Joint Venture unit activities 2010 2009
Oil and gas – Producing assets
Brazos Block 446 Pompano Gas production 65.00 65.00
Lee County Project Lee County Oil production 52.50 43.75

Exploration and evaluation assets


Brazos Block 488L (Cove Deep Project) - Gas Exploration 32.00 32.00
East Cameron Block 357 (Cougar Project) - Oil Exploration 100.00 100.00
Eugene Island Block 147 (Jaguar Project) - Oil & Gas 100.00 100.00
Exploration
Brazos Block 479L S/2 NE/4 (Swordfish) - Gas Exploration 86.70 86.70
Brazos Block 479L N/2 NE/4 (Redfish) - Gas Exploration 65.00 65.00
Brazos Block 446L S/2 SW/4 (Cobia) - Gas Exploration 86.70 86.70
Galverston Block 302 (Tuna) - Gas Exploration 100.00 100.00
Galverston Block 281 (Tang) - Gas Exploration 100.00 100.00
Galverston Block 282 (Tang) - Gas Exploration 100.00 100.00
Eugene Island Block 17 (Ruby) - Gas Exploration 35.00 25.00
Eugene Island Block 18 (Ruby) - Gas Exploration 35.00 25.00
Exploration and evaluation assets

Cook Inlet, Alaska


West Eagle
ADL 391141 - Oil Exploration 100.00 -
ADL 391144 - Oil Exploration 100.00 -
ADL 391145 - Oil Exploration 100.00 -
ADL 391146 - Oil Exploration 100.00 -
ADL 391147 - Oil Exploration 100.00 -
ADL 391149 - Oil Exploration 100.00 -
ADL 391142 - Oil Exploration 100.00 -
ADL 391148 - Oil Exploration 100.00 -
ADL 391150 - Oil Exploration 100.00 -
CI2010-790* - Oil Exploration 100.00 -
*Pending Issue

93 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

26. INTEREST IN JOINT VENTURES (continued)

Cash-
generating Principal % Interest % Interest
Joint Venture unit activities 2010 2009
West Nicolai
CI2010-447* - Oil Exploration 100.00 -
*Pending Issue

North West Cook Inlet


ADL 390384 - Oil & Gas 87.50 -
Exploration
ADL 390742 - Oil & Gas 100.00 -
Exploration
ADL 391270 - Oil & Gas 100.00 -
Exploration
ADL 391268 - Oil & Gas 100.00 -
Exploration
ADL 391269 - Oil & Gas 100.00 -
Exploration
CI2010-499* - Oil & Gas 100.00 -
Exploration
*Pending Issue

Southern Cross Unit


ADL 391107 - Gas Exploration 100.00 -
ADL 17595-2 - Gas Exploration 100.00 -
ADL 390370 - Gas Exploration 100.00 -
ADL 390379 - Gas Exploration 100.00 -
ADL 391108 - Gas Exploration 100.00 -
East Trading Bay
ADL 391262 - Gas Exploration 100.00 -

27. Share-based Payments


The options outstanding at 30 June 2010 had a weighted average exercise price of 12 cents
(2009: 12 cents) and a weighted average remaining contractual life of 2.62 years (2009: 2.51
years). Exercise prices range from 11 to 13.25 cents (2009: 11 to 25 cents) in respect of options
outstanding at 30 June 2010.

The weighted average fair value of each option granted during the year was 2.52 cents (2009:
3.84 cents) this price was calculated by using a Black Scholes option pricing model.

94 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

27. Share-based Payments (continued)


The following share-based payment arrangements were outstanding during the year:

Options Weighted Average Fair


series Number Grant date Expiry date Exercise price $ value at grant date (cents)
(1) 600,000 03/09/07 30/11/10 0.25 7.3
(2) 15,443,077 02/02/09 02/02/13 0.11 1.34
(3) 24,600,000 29/09/09 29/09/10 0.035 1.93
(4) 1,725,000 17/11/09 30/11/12 0.10 11.04
(5) 3,971,428 17/11/09 29/09/10 0.035 7.06
(6) 12,000,000 30/04/10 22/02/13 0.13 2.22

Option Series
Inputs into the model (1) (2) (3) (4) (5) (6)
Grant date share price $ 0.25 0.045 0.041 0.125 0.125 0.067
Exercise price $ 0.25 0.11 0.035 0.10 0.035 0.133
Expected volatility % 86.9 82.5 182.0 168.8 168.8 94.4
Option life years 3 4 1 3 1 3
Dividend yield % - - - - - -
Risk-free interest rate % 6.0 2.9 3.8 4.9 4.2 5.0

Historical volatility has been the basis for determining expected share price volatility as it is
assumed that this is indicative of future trends, which may not eventuate.

During the year the Group issued the following options:

On 29 September 2009, the Group issued 24,600,000 options and a further 3,971,428 after
obtaining shareholder approval to Macquarie Bank Limited as the advanced fee payable on the
new $1 million dollar loan facility.

On 17 November after obtaining shareholder approval the Group issued 1,725,000 options
as part of the consideration for the acquisition of an additional 8.75% working interest in Lee
County project.

On 30 April 2010 the Group issued 12,000,000 options to SpringTree Special Opportunities
Fund, LP as part of the borrowing cost in obtaining the facility.

Expenses arising from share-based payment transactions

Total expenses arising from share-based payments transactions recognised during the period
as part of employee benefit expenses and share-based payment were as follows:

Consolidated group
2010 2009
$ $
Options issued under employee options plan - 527,670

95 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

28. COMMITMENTS FOR EXPENDITURE

Consolidated group
2010 2009
$ $
Exploration and lease commitments :
Minimum exploration lease and expenditure commitments
contracted for but not capitalised in the accounts:
Not later than 1 year 407,269 -
Later than 1 year and not later than 5 years 9,460,748 -
9,868,017 -

Operating lease commitments :


Non-cancellable operating leases contracted for but not capitalised
in the accounts:
Rental of premises -
Not later than 1 year 144,013 272,243
Later than 1 year and not later than 5 years 192,017 255,082
336,030 527,325

29. OPERATING SEGMENT


The Group has adopted AASB 8 Operating Segments from 1 July 2009 whereby segment
information is presented using a ‘management’ reporting approach as detailed in Note 1. The
Group has indentified its operating segments based on the internal reports that are reviewed
and used by the Board of Directors in assessing performance and determining the allocation of
resources.

Description of segments

The Board of Directors has determined the operating segments based on reports presented to
them for making strategic decisions.

• Alaska Operation

Consist of the management and the exploration and evaluation of all oil and gas assets
and projects located within and around Alaska, USA.

• Onshore Exploration

Consist of the onshore exploration, evaluation, production and development of oil and
gas assets and projects, in the USA, excluding Alaska, USA.

• Offshore Production

Consist of the offshore exploration, evaluation, production and development of oil and
gas assets and projects around the USA, excluding Alaska, USA.

• Corporate - Head Office Australia

This segment covers all other unallocated expenditure and income in managing the
group corporate affairs.

96 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

29. OPERATING SEGMENT (continued)

(a) Segment performance

Alaska Onshore Offshore Segments


operations exploration exploration Corporate total
$ $ $ $ $
2010
Sale revenue - - 3,846,936 929,706 4,776,643
Inter-segment revenue - - - (929,706) (929,706)
Revenue from external
- - 3,855,750 - 3,855,750
customers
Depletion expense - - (3,492,444) - (3,492,444)
Impairment/(reversal) - - 4,505,171 (4,994,572) (489,401)
Segment results (386,926) (72,076) 2,890,694 (6,127,497) (3,695,805)
Capital expenditure
3,135,746 3,334,576 4,097 - 6,474,419
incurred
Segment assets 3,361,125 10,065,178 7,365,668 25,210,574 46,002,546
Segment liabilities 3,739,407 390,244 3,396,723 2,809,669 10,336,043
2009
Sale revenue - - 9,142,945 730,703 9,873,648
Inter-segment revenue - - - (730,703) (730,703)
Revenue from external
- - 9,142,945 - 9,142,945
customers
Depletion expense - - (7,518,480) - (7,518,480)
Impairment/(reversal) - - (70,706,989) (8,191,090) (18,898,079)
Segment results - (687,970) (8,394,553) (9,468,097) (18,550,620)

Capital expenditure
- 5,577,464 5,780,058 - 11,357,522
incurred
Segment assets - 6,765,466 6,526,222 13,307,971 26,599,659
Segment liabilities - - 2,937,322 217,075 3,154,397

b) Other segment information

(i) Segment revenue

Sales between segments are carried out at arm’s length and are eliminated on consolidation.
The revenue from external parties reported to the management is measured in a manner
consistent with that in the statement of comprehensive income

Revenues are derived from the sale of oil and gas to one distributor and is wholly derived from
the United States of America.

97 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

29. OPERATING SEGMENT (continued)


Segment revenue reconciles to total revenue from operation as follows:

Consolidated group
2010 2009
$ $
Total segment revenue 4,776,643 9,873,648
Intersegment eliminations (929,706) (730,703)
Interest revenue 46,819 71,004
Other revenue 8,812 3,567,531
Total revenue from continuing operations (note 3) 3,902,568 12,781,480

(ii) Segment result

A reconciliations of the segments’ results to loss before income tax expense as follows:

Total segment results (3,695,805) (18,550,620)


Intersegment eliminations 4,064,866 (730,703)
Interest revenue 46,819 71,004
Other revenue 8,812 3,567,531
Other expenses (4,816,162) (5,935,242)
Loss before income tax from continuing operations (4,391,471) (13,386,940)

(ii) Segment assets

Reportable segments’ assets are reconciles to total assets as follows:

Total segment assets 46,002,546 26,599,659


Intersegment eliminations (22,118,474) (13,127,409)
Unallocated:
Cash and cash equivalent 2,253,815 2,904,829
Trade and other receivable 174,553 -
Other current assets 201,180 9,473
Property, Plant & equipment 89,285 94,732
Other non-current assets 5,866 -
Goodwill 407,157 407,157
Total assets as per the statement of financial position 27,015,927 16,888,442

(ii) Segment assets

The Group’s borrowings and derivative financial instruments are not considered to be segment
liabilities but rather managed by the treasury function.

Reportable segments’ liabilities are reconciles to total liabilities as follows:

Total segment liabilities 10,336,043 3,154,397


Intersegment eliminations (4,867,272) -
Unallocated:
Trade and other creditors 575,884 284,333
Borrowing 1,606,543 5,840,793
Total liabilities as per the statement of financial position 7,651,198 9,279,523

98 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

30. KEY MANAGEMENT PERSONNEL DISCLOSURES

(a) Directors

The names of persons who were Directors of the Company at any time during the year are:

(i) Chairman – non-executive

Mr. Alan J. Broome

(ii) Executive directors

Mr. Curtis D. Burton, Managing Director

Mr. Ken R. Hooper, Chief Operating Officer (resigned 7 May 2010)

Mr. Dean L. Gallegos, Finance Director

(iii) Non-executive director

Mr. S. Frank Culberson

(b) Other key management personnel

The following persons also had authority and responsibility for planning, directing and
controlling the activities of the Group, directly or indirectly, during the financial year:

Gary Rinehart Exploration Officer

Andy Rike Operations Officer

Clint Wainwright Executive Vice-President, Operations & Business Development (Buccaneer


Resources)

Jim Watt President, Buccaneer Alaska LLC

Mark Landt Executive Vice-President, Land & Business Development


(Buccaneer Alaska)

Allen Huckabay Executive Vice-President, Exploration & Development (Buccaneer Alaska)

Neville Henry Chief Exploration Officer (resigned 1 January 2010)

Eddie Picard Chief Financial Officer (resigned 19 November 2008)

(c) Key management personnel compensation


Consolidated group
2010 2009
$ $
Short-term benefits 1,742,133 2,072,727
Termination benefits 171,740 -
Other benefits (i) 99,777 143,646
Share-based payments - 452,726
Total 2,013,650 2,669,099

99 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

30. KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(i) For US based executives this includes health insurance and car allowance. For Australian
based executives this includes a car allowance.

Detailed remuneration disclosures are provided in the remuneration report on page 21 to 29


of the director report.

(d) Equity instrument disclosures relating to key management personnel

(i) Options provided as remuneration and shares issued on exercise of such options

Details of options provided as remuneration and shares issued on the exercise of such
options, together with terms and conditions of the options, can be found in section 4 of
the remuneration report on page 28 of the Director report.

(ii) Option holdings

During the year 30 June 2010, there were no options over ordinary shares in the
Company held during the financial year by each director of Company and other key
management personnel of the Group.

Opening Granted as Options Closing Vested and


Name Balance Compensation Cancelled Balance Exercisable Unvested
2009
Non-executive
directors
Alan Broome 600,000 - (600,000) - - -
S. Frank Culberson 595,000 - (595,000) - - -
Executive directors
Curtis Burton 4,522,000 - (4,522,000) - - -
Dean Gallegos 1,200,000 - (1,200,000) - - -
Ken Hooper 2,261,000 - (2,261,000) - - -
Key Management
Personnel
Neville Henry 1,695,750 - (1,695,750) - - -
Clint Wainwright 4,000,000 - (4,000,000) - - -
Eddie Picard (1) 600,000 - - 600,000 150,000 450,000
15,473,750 - 14,873,750 600,000 150,000 450,000

1. Resigned 19 November 2008, and the options cancelled 28 September 2009.

(iii) Share holdings

The numbers of shares in the company held during the financial year by each director
of Company and other key management personnel of the Group, including their
personally related parties, are set out below. There were no shares granted during the
reporting period as compensation.

100 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

30. KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(d) Equity instrument disclosures relating to key management personnel (continued)

(iii) Share holdings (continued)

Other changes Balance at the


Name Opening balance Options exercised during the year end of the year
2010
Directors of the Company
Alan Broome 200,000 - 200,000 400,000
Dean Gallegos 12,250,003 - 200,000 12,450,003
S. Frank Culberson 4,084,118 - - 4,084,118
Curtis Burton 12,828,250 - 600,000 13,428,250
Ken Hooper (2) 6,860,000 - - 6,860,000
Key Management
Personnel of the Group
Clint Wainwright 3,320,099 - - 3,320,099
Neville Henry (4) 7,525,250 - - 7,525,250
Jim Watt (3) - - - -
Mark Landt (3) - - - -
Allen Huckabay (3) - - - -
Gary Rinehart (3) - - - -
Andy Rike (3) - - - -
47,067,720 - 1,000,000 48,067,720

Other changes Balance at the


Name Opening balance Options exercised during the year end of the year
2009
Directors of the Company
Alan Broome 200,000 - - 200,000
Dean Gallegos 12,250,003 - - 12,250,003
S. Frank Culberson 4,084,118 - - 4,084,118
Curtis Burton 12,828,250 - - 12,828,250
Ken Hooper 6,860,000 - - 6,860,000
Key Management
Personnel of the Group
Neville Henry 7,525,250 - - 7,525,250
Clint Wainwright 1,836,667 - 1,483,432 3,320,099
Eddie Picard (1) - - - -
45,584,288 - 1,483,432 47,067,720

1. Resigned 19 November 2008.


2. Resigned 1 May 2010.
3. Appointed 1 April 2010.
4. Resigned 31 January 2010.

101 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

30. KEY MANAGEMENT PERSONNEL DISCLOSURES (continued)

(e) Loans to key management personnel

There have been no loans made, guaranteed or secured, directly or indirectly, by the Group
or any of its subsidiaries at any time throughout the year with any key management person,
including their related parties.

31. RELATED PARTY TRANSACTIONS

(a) Subsidiary

Interests in subsidiary are set out in Note 18.

(b) Key management personnel

Disclosures relating to key management personnel are set out in Note 30.

(c) Transactions with related parties

The following transactions occurred with related parties:

Consolidated group
2010 2009
$ $
Sales of goods and services
Payment of consulting services - (648,346)
Payment of management fees - (29,039)
Sale of fixed assets - (17,786)
Prospect development costs (4,135,774) (678,080)
Rental income/(expense) 9,601 3,377
Other expenses - administration expenses (26,882) (59,480)

(d) Outstanding balances arising from sales/purchases of goods and services

The following balances are outstanding at the reporting date in relation to transactions with
related parties

Current receivables (sales of goods and services) - -


Current payables (purchases of goods) 24,931 27,106

There is no allowance account for impairment receivable in relation to any outstanding


balance, and no expense has been recognised in respect of impairment receivables due
from related parties.

(e) Loans to/from related parties

There are no loans to/from related parties at 30 June 2010 and 2009.

(f) Terms and Conditions

All transactions were made on normal commercial terms and conditions and at
market rates.

Outstanding balances are unsecured and are repayable in cash.

102 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

32. CASH FLOWS INFORMATION

(a) Reconciliation of cash flow from operations with loss from continuing operations:

Consolidated group
2010 2009
$ $
Loss from continuing operations (4,391,471) (13,386,940)
Non-cash flows in loss
Impairment expense/(reversal) (4,505,171) 10,706,989
Share options expensed - 527,670
Fair value loss on derivative financial instrument 231,007 -
Amortised borrowing cost 834,292 36,133
Depreciation expense 58,601 39,650
Depletion expense 3,492,444 7,518,480
Write off of capitalise exploration cost 70,076 687,970
Exchange rate fluctuation 2,153,675 (4,331,801)
Changes in assets and liabilities :
Decrease / (increase) in receivables (336,146) 4,764,019
Decrease / (increase) in prepayments (232,048) 3,501
(Increase) in other assets 63,557 (1,204)
Net Decrease / (increase) in deferred tax assets and deferred
- 1,395,674
tax liability
Increase / (decrease) in provisions (26,163) (7,937)
Increase in trade creditors and accruals net of exploration and
(295,414) (321,189)
evaluation expenses
Cash flow from operating activities (3,146,188) 7,631,015

(b) Non-cash Financing and Investing Activities:

Share issued

On 17 November 2009 the Group issued 3,450,000 fully paid ordinary shares to acquire
additional 8.75 working interest in Lee County project. Refer to note 24(a)(iii).

On 24 February 2010 the Group issued 7,500,000 fully paid shares to SpringTree Special
Opportunities Fund, LP (SpringTree) as a fee payable for the provision of providing the
Group with an 25.5 million convertible note funding facility. Refer to note 24(g).

During the year the Group issued a total of 12,000,000 million shares to SpringTree for nil
consideration as collateral over the amount advanced to the Group, these share can be
cancelled at the end of the convertible note funding term or alternatively receive a cash
payment. Refer to note 24(g).

During the 2009 financial year the Group issued 2,966,865 fully paid ordinary shares to
Millennium Exploration under the preferred supplier agreement for the prospecting fee
payable on the accepted and leased Jaguar, Redfish, Tuna, Tang, Cobia and Swordfish
prospects.

103 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

32. CASH FLOWS INFORMATION (contined)

(c) Loan Facilities

Consolidated group
2010 2009
$ $
Loan facilities 1,000,000 6,140,846
Amount utilised (1,000,000) (6,140,846)
Amount available - -

In the prior year the Group negotiated a new US$50 million credit facility agreement
with Macquarie Bank Limited of which US$5.0 million had been drawn down at 30 June
2009. The entire amount drawn from this facility was repaid on 29 September 2010. All
associated borrowing costs incurred have been recognised as expenses in the statement of
comprehensive income.

During the 2009 financial year Macquarie Bank Limited held a lien over the Group’s interest
in the Pompano Project as collateral for its outstanding borrowings to the Group, which was
repaid on 29 September 2009.

During the financial year the Group negotiated an additional AUD$1.0 million loan facility
with Macquarie Bank Limited, the current facility has no financial or production covenants.

At reporting date the interest rate payable under the credit facility agreement is 10.0%
(2009: 9.5%).

33. FINANCIAL RISK MANAGEMENT

Financial Risk Management Policies

The Group’s financial instruments consist mainly of current accounts with banks, accounts
receivable amounts payable and derivatives financial instruments.

i. Treasury Risk Management

Management considers on a regular basis the financial risk exposures and evaluates
treasury management strategies in the context of the most recent economic conditions and
forecasts.

The overall risk management strategy seeks to meet the Group’s financial targets, whilst
minimising potential adverse effects on financial performance.

Management operates under policies approved by the Board of Directors who approve
and review Risk management policies on a regular basis. These include future cash flow
requirements.

ii. Financial Risk Exposures and Management

The main risks the Group and the parent entity are exposed to through its operations are
interest rate risk, foreign currency risk, liquidity risk, credit risk and price risk.

104 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

33. FINANCIAL RISK MANAGEMENT (continued)

Interest rate risk exposure


Interest rate risk is managed with a mixture dent funding of fixed and floating interest rates.

Banking facility: At 30 June 2010 100% of the Group debt was denominated in AUD$ and
provided by Macquarie Bank limited (refer to Note 22). The interest payable was fixed at 10.0%
per annum.

Convertible note: At 30 June 2010 100% of the Group funding from the issue of convertible note
was denominated in AUD$ and provided by SpringTree Special Opportunity Fund. LP (refer to
Note 22). The interest payable was fixed at 0% per annum.

It is the Group policy to assess cash flow requirements and prevailing interest rate at the time in
deciding the mixture of debt funding and either prevailing fixed and floating interest rate.

Interest rate risk on cash and short term deposits is not considered to be a material risk due to
the short term nature of these financial instruments.

As at the reporting date a variance of +/- 100 basis points would have affected the group’s after-
tax loss and equity by +/- $34,765 (2009: +/- $61,408).

The following table summarises the interest rate risk for the Group, together with the effective
weighted average interest rate for each class of financial assets and liabilities:

Fixed Interest maturing in


Floating 1 year or over 1 to 5 Non interest
interest rate less years bearing Total
Consolidated group 2010 $ $ $ $ $
2010
Financial assets
Cash 4,966,376 - - - 4,966,376
Trade receivables - - - 615,031 615,031
Other receivables - - - 626,170 626,170
Total financial assets 4,966,376 - - 1,241,201 6,207,577
Weighted average interest rate 1.17% - - -

Financial liabilities
Borrowing - - 1,000,000 827,360 1,827,360
Trade and sundry creditors - - - 2,530,602 2,530,602
Total financial liabilities - - 1,000,000 3,357,962 4,357,962
Weighted average interest rate - - 10.0% -
2009
Financial assets

105 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

33. FINANCIAL RISK MANAGEMENT (continued)

Fixed Interest maturing in


Floating 1 year or over 1 to 5 Non interest
interest rate less years bearing Total
Consolidated group 2010 $ $ $ $ $
Cash 2,988,467 - - - 2,988,467
Trade receivables - - - 500,564 500,564
Other receivables - - - 18,306 18,306
Total financial assets 2,988,467 - - 518,870 3,507,337
Weighted average interest rate 2.89% - - -

Financial liabilities
Borrowing - - 6,140,846 - 6,140,846
Trade and sundry creditors - - - 475,245 475,245
Total financial liabilities - - 6,140,846 475,245 6,616,091
Weighted average interest rate - - 9.7% -

Foreign exchange risk exposure


The Group’s operate internationally and are exposed to foreign exchange risk arising from
various currency exposures, primarily with respect to the US dollar.

Foreign exchange risk arises from future commercial transactions and recognised assets
and liabilities denominated in a currency that is not the entity’s functional currency and net
investment in foreign operations. The risk is measured using sensitivity analysis and future cash
flow requirement.

Foreign exchange risk exposure (continued)

The Group’s foreign exchange risk is managed to ensure sufficient funds are available to meet
US financial commitments in a timely and cost-effective manner. The Group will continually
monitor this risk with a view of entering into forward foreign exchange, foreign currency swap
and foreign currency option contracts.

The following table demonstrates the estimated sensitivity to a 1% increase/decrease in the US


dollar exchange rate, with all other variables held constant, on post-tax profit and equity:

Consolidated group
2010 2009
$ $
Change in net profit
Increase in AUD/USD by 1% (366,937) (157,450)
Decrease in AUD/USD by 1% 293,659 161,195
Change in equity
Increase in AUD/USD by 1% (182,716) (68,695)
Decrease in AUD/USD by 1% 186,407 70,083

106 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

33. FINANCIAL RISK MANAGEMENT (continued)

Credit risk exposure


Credit risk is the potential that the Group will suffer a financial loss due to the unwillingness
or inability of the counterparty to fully meet their contractual debts and obligations. Credit
risk arises from both lending and trading activities. The carrying amount of trade receivables
$615,031 (2009: 500,564) represents the maximum credit exposure. The maximum exposure to
credit risk, excluding the value of any collateral or other security, at reporting date to recognised
financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the statement of financial position and notes to the financial statements.

The Risk Committee monitors credit risk by actively assessing the rating quality and liquidity of
counter parties:

• only banks and financial institutions with an ‘A’ rating are utilised; and

•a
 ll potential customers are rated for credit worthiness taking into account their size, market
position and financial standing;

Receivables due from major debtors are not normally secured by collateral, however the credit
worthiness of debtors is monitored.

In the US, trade receivables (balances with oil and gas purchasers) have not exposed the Group
to any bad debts to date.

In the Group US operations, the operator of the Pompano Project is AnaTexas Offshore, Inc
(“AnaTexas”) a company owned and controlled by Mr Clint Wainwright. AnaTexas utilises
third parties to negotiate the best prices on all oil and gas sales as well as keeping the Group
informed of any stability problems with the purchasers.

Liquidity Risk
Liquidity risk is the inability to access funds, both anticipated and unforeseen, which may lead
to the Group being unable to meet its obligations in an orderly manner as they arise.

The Group liquidity position is managed to ensure sufficient funds are available to meet
financial commitments in a timely and cost-effective manner. The Group is primarily funded
through on-going cash flow, debt funding and capital raisings, as and when required.

A Credit Facility is in place with Macquarie Bank Limited in Australia. The borrowing base is re-
determined and reviewed quarterly. A banking compliance report is undertaken monthly and
adherence to covenants is checked regularly.

The Group has entered a convertible loan agreement with SpringTree Special Opportunities
Fund, LP, the borrowing is capped at $25.5 million, with mutually agreed monthly advanced
range from $800,000 to $2.0 million, with no financial or production covenants. Refer to note
24(g).

Management also regularly monitors actual and forecast cash flows to manage liquidity risk.

107 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

33. FINANCIAL RISK MANAGEMENT (continued)

Price Risk
The Groups revenues are exposed to commodity price fluctuations, in particular oil and gas
prices. The Group had a hedging program in the form of energy Swap that commenced on
1 April 2010 and terminating on 30 September 2011 at a price of US$4.36 for 1 million mmbtu.
This compared to a price of US$3.87 / mmbtu at the time the hedge was implemented.
All prices refer to the Houston Shipping Channel Index.

The Group’s policy is to manage its risk to falling commodity prices so as to protect its cash
flow but also maintain maximum exposure to rising commodity prices.

If the US dollar oil and gas price changed by 10% from the average oil and gas price during the
year, all other variables held constant, the estimated impact on the post-tax profit and equity
would have been:

Consolidated group
2010 2009
$ $
Change in net profit
Increase in price by 10% 355,557 566,211
Decrease in price by 10% (355,557) (566,211)
Change in equity
Increase in price by 10% 355,557 566,211
Decrease in price by 10% (355,557) (566,211)

Market Risk
The Group is subject to the normal economic factors including volatility of stock market prices
and interest rates, both of which impact the availability of equity and debt capital respectively.

iii. Net fair values of financial assets and liabilities

The fair value of financial assets and financial liabilities must be estimated for recognition
and measurement or for disclosure purposes.

(i) The net fair values of cash and cash equivalents and non-interest bearing monetary
financial assets and liabilities are assumed to approximate their fair value due to their
short-term nature as disclosed in the statement of financial position and the notes to
the financial statements.

(ii) The carrying amounts and estimated net fair values of equity investments (investment
in unlisted subsidiaries) is determined using discounted cash flow valuation techniques
to approximate their carrying values and record any impairment as disclosed in the
statement of financial position and the notes to the financial statements.

108 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

33. FINANCIAL RISK MANAGEMENT (continued)

The table below analyses the parent entity’s trading portfolio of derivative financial liabilities
for which contractual maturities are not essential and which are managed on a net basis
into relevant maturity groupings based on the remaining period at the statement of financial
position to the expected settlement date. The amounts disclosed in the table are net fair values,
being the amounts at which an orderly settlement of the transactions would take place between
market participants at the end of the reporting period. At the Group level, these contracts are
designated as cash flow hedges and are therefore included in the tables disclosing
contractual maturities.


Less than 12 -14
12 Months months Carrying
$ $ Total amount
2010
Gas price swap contract 196,186 29,661 225,847 225,847
2009
Gas price swap contract - - - -

The financial instruments included in level 2 of the fair value hierarchy. The fair value of
financial instruments that are not traded in an active market (for example, over-the-counter
derivatives) is determined using valuation techniques. The Group uses a variety of methods and
makes assumptions that are based on market conditions existing at the end of each reporting
period. Quoted market prices or dealer quotes for similar instruments are used to estimate
fair value for long-term debt for disclosure purposes. Other techniques, such as estimated
discounted cash flows, are used to determine fair value for the remaining financial instruments.
The fair value of forward exchange contracts is determined using forward exchange market
rates at the end of the reporting period.

34. EVENTS SUBSEQUENT TO REPORTING DATE


Subsequent to the end of the financial year ended 30 June 2010:

1. On 12 July 2010 the Group issued 20,148,650 fully paid ordinary shares to the vendors of
Stellar Oil & Gas, LLC to complete the acquisitions of lease in the Cook Inlet, Alaska. These
shares are escrowed until 31 December 2010 or the completion of a onshore well,
as approved at the Extraordinary General Meeting held on 7 July 2010.

2. On 2 August 2010 the Group and SpringTree Special Global Investors, LP agreed to amend
the conversion term on the convertible notes issued on 29 June 2010. Under the agreed
terms the Group will repay $400,000 plus a small premium, and convert the balance
$400,000 into 9,367,681 fully paid ordinary shares.

3. On 12 July 2010 the Group issued 5 fully paid ordinary shares on the exercise of 5 listed
options.

4. On 24 August 2010, the Group announced that its wholly owned subsidiary Buccaneer
Alaska, LLC has entered into a binding agreement with Chevron Corporation to acquire the
remaining 50% working interest that it doesn’t already own in 2 leases on its North Middle
Ground Shoal; structure in the Cook Inlet, Alaska.

109 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

34. EVENTS SUBSEQUENT TO REPORTING DATE (continued)

5. On 26 August 2010 the Group announced that Alexander #1, being the third well to be
drilled in the Lee County program is expected to be drilled within 24 hours, at the date of
this report the horizontal drilling operations in continuing.

6. On 8 September 2010 the Group issued 15,759,312 fully paid ordinary shares to SpringTree
Special Opportunities Fund, LP on the conversion of $550,000 forwarded to the Group on
6 August 2010.

7. On 8 September 2010 the Group issued 47,550,000 unlisted options to Group’s employees
and directors under the Group Director and Employees Option Plan. The Directors options
has been previously approved at the Extraordinary General Meeting held on 7 July 2010.

No other matters or circumstances have arisen since the end of the financial year which
significantly affected or may significantly affect the operations of the consolidated Group,
the results of those operations, or the state of affairs of the consolidated Group in future
financial years.

The financial report was authorised for issue by the directors on 30 September 2010.
The directors have the power to amend and reissue the financial report.

35. CONTINGENT LIABILITIES


In accordance with normal oil and gas industry practice, the Group has entered into joint
venture operations and farm-in agreements with other parties for the purpose of exploring and
developing its licence interests. If a party to a joint venture operations defaults and does not
contribute it share of joint venture operation obligations, then the other joint ventures are liable
to meet those obligations. In this event, the interest in those licence held by the defaulting party
may be redistributed to the remaining joint venturers.

The Company present intention is to provide the necessary financial support for incorporated
controlled entities, whilst they remain controlled entities, as is necessary for each company to
pay all debts when they become due.

36. ECONOMIC DEPENDENCY


The Company’s principal activities are the exploration, evaluation and the production of oil
and gas reserves. Other than revenue derived from production of oil and gas the company is
dependent on either financing opportunity or the support of shareholders and the market to
finance its on-going exploration and growth of the oil and gas production reserves.

110 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


notes to the
financial statements Buccaneer Energy Limited
For the year ended 30 june 2010 & Controlled Entities

37. COMPANY DETAILS

The registered office of the Company is: The principal place of business is:

Buccaneer Energy Limited Buccaneer Energy Limited


Level 9, Level 9,
25 Bligh Street, 25 Bligh Street,
Sydney, NSW 2000 Australia. Sydney, NSW 2000 Australia.

Buccaneer Resources, LLC


952 Echo Lane, Suite 420
Houston, Texas 77024 USA

Buccaneer Alaska, LLC


2500 Tanglewilde Ave, Suite 340
Houston, Texas 77063 USA

111 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
directors’ declaration & Controlled Entities

The directors of Buccaneer Energy Limited declare that:

1. The financial statements and associated notes for the financial year ended 30 June 2010:

(a) are in accordance with the Corporations Act 2001;

(b) comply with Accounting Standards and the Corporations Regulations 2001; and

(c) the financial report also complies with International Financial Reporting Standards issued by
the International Accounting Standards Board (IASB) as disclosed in note 1; and

(d) give a true and fair view of the financial position of the Company and the consolidated
entities as at 30 June 2010 and of their performance for the financial year then ended.

2. The chief executive officer has declared that:

(a) the financial records of the Company for the financial year have been properly maintained in
accordance with section 286 of the Corporations Act 2001;

(b) the financial statements and notes for the financial year comply with Accounting Standards;
and

(c) the financial statements and notes for the financial year give a true and fair view.

3. In the opinion of the directors there are reasonable grounds to believe that the Company will be
able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of the directors.

Alan Broome

Chairman

Dated this 30th day of September 2010

112 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


INdependent Buccaneer Energy Limited
audit report & Controlled Entities

We have audited the accompanying financial report of Buccaneer Energy Limited (the company),
which comprises the statement of financial position as at 30 June 2010, the statement of
comprehensive income, statement of changes in equity and statement of cash flows for the year
ended on that date, a summary of significant accounting policies and other explanatory notes
and the directors’ declaration for both Buccaneer Energy Limited and its controlled entity (the
consolidated entity). The controlled entities comprises the company and the entities it controlled at
the year’s end or from time to time during the financial year.

Directors’ Responsibility for the Financial Report

The directors of the company are responsible for the preparation and fair presentation of the
financial report in accordance with Australian Accounting Standards (including the Australian
Accounting Interpretations) and the Corporations Act 2001. This responsibility includes establishing
and maintaining internal control relevant to the preparation and fair presentation of the financial
report that is free from material misstatement, whether due to fraud or error; selecting and
applying appropriate accounting policies; and making accounting estimates that are reasonable
in the circumstances. In Note1, the directors also state, in accordance with Accounting Standard
AASB 101: Presentation of Financial Statements, that the consolidated financial statements of
the Buccaneer Energy Limited group and the separate financial statements of Buccaneer Energy
Limited comply with International Financial Report Standards (IFRS).

Auditor’s Responsibility

Our responsibility is to express an opinion on the financial report based on our audit.
We conducted our audit in accordance with Australian Auditing Standards. These Auditing
Standards require that we comply with relevant ethical requirements relating to audit engagements
and plan and perform the audit to obtain reasonable assurance whether the financial report is
free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the financial report. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the financial report, whether due
to fraud or error. In making those risk assessments, the auditor considers internal control relevant
to the entity’s preparation and fair presentation of the financial report in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting estimates made
by the directors, as well as evaluating the overall presentation of the financial report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.

113 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


INdependent Buccaneer Energy Limited
audit report & Controlled Entities

Independence

In conducting our audit, we have complied with the independence requirements of the
Corporations Act 2001.

Auditor’s Opinion

In our opinion:

a) the financial report of Buccaneer Energy Limited is in accordance with the


Corporations Act 2001 including:

b) i. giving a true and fair view of the company’s and consolidated entity’s financial position as at
30 June 2010 and of their performance for the year ended on that date; and

ii. complying with Australian Accounting Standards (including Australian Accounting


Interpretations) and the Corporations Regulations 2001.

c) the financial report also complies with International Financial Reporting Standards as disclosed
in Note 1.

REPORT ON THE REMUNERATION REPORT

We have audited the Remuneration Report included in pages 35 to 42 of the directors’ report for
the year ended 30 June 2010. The directors of the company are responsible for the preparation and
presentation of the Remuneration Report in accordance with section 300A of the Corporations Act
2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit
conducted in accordance with Australian Auditing Standards.

Auditor’s Opinion

In our opinion the Remuneration Report of Buccaneer Energy Limited for the year ended
30 June 2010, complies with section 300A of the Corporations Act 2001.

WHK HORWATH SYDNEY

ROGER WONG
PRINCIPAL
Dated this 30th day of September 2010

114 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
ASX INFORMATION & Controlled Entities

Statement of quoted securities as at 15 September 2010


• There are 2,759 shareholders holding a total of 494,347,574 ordinary fully paid shares.

• The twenty largest shareholders between them hold 25.35% of the total shares on issue.

• Voting rights are that on a show of hands each member present in person or by proxy or
attorney or representative shall have one vote and upon a poll every member so present shall
have one vote for every fully paid share held and for each partly paid share held shall have a
fraction of a vote pro-rata to the amount paid up on each partly paid share relative to its issue
price.

Distribution of quoted shares and options as at 15 September 2010

Ordinary Shares

Range Number of holders


1 – 1,000 38
1,001 – 5,000 105
5,001 – 10,000 269
10,001 – 100,000 1,539
100,001 and over 808
Total holders 2,759

There were 450 shareholders whose total holding had a market value of less than 11,600 ordinary
fully paid shares ($500) as at 15 September 2010

Substantial shareholdings as at 15 September 2010


No shareholders have notified the Company that, pursuant to the provisions of section 671B of the
Corporations Act 2001, they are substantial shareholders.

Directors’ shareholdings
As at 15 September 2010, Directors of the Company held a relevant interest in the following
securities on issue by the Company.

Director Ordinary shares Listed options Unlisted Options*


Alan Broome 400,000 100,000 1,750,000

Curtis Burton 13,228,250 Nil 6,000,000

Dean Gallegos 12,250,003 Nil 6,000,000

Frank Culberson 4,084,118 Nil 1,750,000

*Expiry 30 June 2013 with an exercise price of $0.10

On-market buy-backs
There is no on-market buy back currently in place.

115 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
ASX INFORMATION & Controlled Entities

Restricted securities

Ordinary Shares

As at 15 September 2010 the Company has a total of 20,148,649 ordinary fully paid shares on issue
as restricted securities subject to voluntary escrow arrangements.

Options
As at 15 September 2010 the Company had a total of 252,724,395 options on issue:

Exercise
Designation Holder Price Expiry Date Quantity on Issue Quantity Vested
BCCO Listed $0.10 30 November 2012 177,731,318 177,731,318
Macquarie Bank
BCCAK $0.11 2 February 2013 15,443,077 15,443,077
Limited
SpringTree Special
BCCAX $0.1325 22 February 2013 12,000,000 12,000,000
Opportunities, LP
Directors &
BCCAZ $0.10 30 June 2013 47,550,000 23,775,000
Executives (DESOP)

Top twenty holders of ordinary shares at 15 September 2010

Number of
Shareholder name shares held %*
HSBC Custody Nominees (Australia) Limited 16,577,894 3.35
Roscious Pty Ltd <Deapen Family A/C> 12,450,003 2.52
Comsec Nominees 9,427,295 1.91
Mr Kenneth Hooper 6,860,000 1.39
JP Morgan Nominees Australia Limited 6,299,180 1.27
William Allen Huckabay 6,116,682 1.24
Landt Equity Holdings LP 6,116,682 1.24
Strong Energy Resources LLC 6,116,682 1.24
Curtis Burton <Curtis Burton 2006 A/C> 6,110,000 1.24
Curtis Burton <Emalee Burton 2006 A/C> 6,110,000 1.24
Citicorp Nominees Pty Limited 5,667,848 1.15
Mr Dale Leonard Andrews 5,000,000 1.01
Mrs Lisa Martin 4,850,000 1.01
Roswel Pty Ltd 4,722,316 0.96
Mrs Sabrina Cheryl Jane Reeves 4,650,000 0.94
Etrade Australia Nominees Pty Limited 4,107,580 0.83
Mr Frank Culberson 3,994,118 0.81
Mr Charalambos Georgakis 3,530,279 0.71
Mr Glenn Clinton Wainwright 3,320,099 0.67
Mr Jim Moore 3,300,000 0.67
Total 125,326,658 25.35

*Rounding up may mean columns do not add exactly.

116 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
ASX INFORMATION & Controlled Entities

Top twenty holders of listed options at 15 September 2010

Number of
Optionholders name options held %*
Wanabee Holdings Pty Limited 59,000,000 33.20
Everyoung International Holdings Limited 5,300,000 2.98
HSBC Portfolio Nominees Pty Ltd 4,250,000 2.39
Mr Peter David Dainter 3,297,712 1.86
Mr Mark Lattaway 2,407,002 1.35
Huama Holdings Pty Ltd 2,300,000 1.29
Sayers Investments (ACT) Pty Ltd 2,000,000 1.13
Sydcon Building Services Pty Ltd 2,000,000 1.13
Mr Sebastiaan Van Der Meulen 1,950,000 1.10
Vivente Investments Pty Ltd 1,831,000 1.03
Etrade Australia Nominees Pty Limited 1,754,683 0.99
Mr Patrick Cox & Mrs Lillian Cox 1,750,000 0.98
Mr Sebastiaan Van Der Meulen & Mrs Laura Van Der Meulen 1,750,000 0.98
Mr David Gordon & Mrs Laurentia Gordon 1,726,506 0.97
Megashine International Limited 1,725,000 0.97
Mr John Todman 1,600,000 0.90
Mr George Padas 1,535,785 0.86
Mrs Ping Block & Mr Warren Block 1,500,000 0.84
Avanteeos Investments Limited 1,124,330 0.63
Leboz Pty Ltd 1,090,000 0.61
Total 99,892,018 56.20

*Rounding up may mean columns do not add exactly.

117 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


Buccaneer Energy Limited
Corporate directory & Controlled Entities

Directors
Mr. Alan J. Broome Non-Executive
Director – Chairman
Mr. Curtis D. Burton Managing Director
Mr. Dean L. Gallegos Executive Director
Mr. Frank Culberson Non-Executive
Director

Company Secretary
Bruce Burrell

Registered Office and


Address for Correspondence Auditors
Level 9, 25 Bligh Street WHK Horwath Sydney
Sydney NSW 2000 Level 15, 309 Kent Street
Australia Sydney NSW 2000
Telephone +61 2 9233 2520 Telephone +61 2 9262 2155
Facsimile +61 2 9233 2530 Facsimile +61 2 9262 2190
Email info@ buccenergy.com
Website www.buccenergy.com

Principal Office Solicitors


952 Echo Lane, Suite 420 Hopgood Ganim Lawyers
Houston, Texas 77024 USA Level 8, Waterfront Place
Telephone +1 713 468 1678 1 Eagle Street
Facsimile +1 713 468 3717 Brisbane QLD 4000
Telephone + 61 7 3024 0000
Facsimile + 61 7 3024 0300
Share Registry
Computershare Registry Services
Level 3, 60 Carrington Street
Sydney NSW 2000
Telephone 1800 855 080
Facsimile 1300 137 341

created & executed by mobius.com.au

118 | PAGE Buccaneer Energy Limited ANNUAL REPORT 2010


www.buccenergy.com
www.buccenergy.com

2010 annual report

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